Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

FY FINANCIAL (SHENZHEN) CO., LTD.

富銀融資租賃(深圳)股份有限公司

(A joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 8452)

POLL RESULTS OF THE RESOLUTION PASSED AT THE EXTRAORDINARY

GENERAL MEETING HELD ON 24 OCTOBER 2019

Reference is made to the notice of the extraordinary general meeting (the "EGM") and the circular (the "Circular") of FY Financial (Shenzhen) Co., Ltd. (the "Company"), both dated 9 September 2019. Capitalised terms used herein shall have the same respective meanings as those defined in the above documents unless the context requires otherwise.

The Board is pleased to announce that the Company held the EGM at Room 3001, Shenzhen International Culture Building, Futian Road, Futian District, Shenzhen, Guangdong, the PRC on Thursday, 24 October 2019. The proposed resolution set out in the notice of the EGM dated 9 September 2019 was duly passed by way of poll at the EGM.

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POLL RESULTS OF THE EGM

As at the date of the EGM, the Company's total number of shares in issue was 359,340,000 (including 120,000,000 Domestic Shares, 89,840,000 H Shares and 149,500,000 Unlisted Foreign Shares), which entitled the holders to attend the EGM and vote for or against or abstain from voting on the resolutions proposed thereat. The Shareholders and proxies of Shareholders attending the EGM held a total of 189,700,000 voting Shares, representing approximately 52.79% of the total number of issued Shares as at the date of the EGM.

The EGM was convened by the Board. Ms. Wang Ying, an executive Director, was the chairman of the EGM and presided over the EGM.

Dayuan Tiandi, being a substantial shareholder of the Company interested in 80,000,000 Domestic Shares representing approximately 22.26% of the total issued Shares as at the date of the EGM, together with its associates, have abstained from voting on the ordinary resolution proposed at the EGM. Accordingly, the total number of Shares entitling the Independent Shareholders to attend and vote for or against or abstain from voting on the ordinary resolution proposed at the EGM was 279,340,000 Shares, representing approximately 77.74% of the total issued Shares as at the date of the EGM.

Saved as disclosed above, there was no restriction on any Shareholder casting votes on any of the proposed resolutions at the EGM. There were no Shares entitling the Shareholders to attend but abstain from voting in favour of any of the resolutions proposed at the EGM as set out in Rule 17.47A of the GEM Listing Rules. None of the Shareholders were required under the GEM Listing Rules to abstain from voting. None of the Shareholders have stated their intention in the Circular to vote against or to abstain from voting on any of the proposed resolutions at the EGM. The convening, holding and voting of the EGM were all in compliance with the requirements of the PRC Company Law and other relevant PRC laws and regulations and the Articles of Association. For details of the resolutions considered at the EGM, please refer to the Circular.

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The poll results in respect of the ordinary resolution proposed at the EGM was as follows:

Number of Votes and Percentage of Total

Ordinary Resolution

Number of Votes

For

Against

Abstain

1.

To consider and approve the following resolution

189,700,000

0

0

in respect of continuing connected transactions:

(100%)

(0%)

(0%)

"THAT, as set out in the Circular dated 9

September 2019 issued by the Company to

its shareholders:

  1. the with-recoursecommercial factoring agreement dated 9 August 2019 (the "Factoring Agreement I") entered into between 杉杉富銀 商業保理有限公司 (Shan Shan Fullin Factoring Co., Ltd.) ("Fullin Factoring") as factor and 上 海快頡企業管理有限公司 (Shanghai Kuaijie Enterprise Management Co., Ltd.), ("Shanghai Kuaijie") as seller, pursuant to which Fullin Factoring has agreed to provide the accounts receivable factoring services for Shanghai Kuaijie with a facility in the factoring principal amount of RMB15,000,000 for a term of two years commencing from the Effective Date (as defined in the Circular), a copy of which has been produced to the meeting and marked "A" and initialled by the chairman of the meeting for the purpose of identification, and the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified;

- 3 -

Number of Votes and Percentage of Total

Ordinary Resolution

Number of Votes

For

Against

Abstain

(b) the with-recourse commercial factoring

agreement dated 9 August 2019 (the "Factoring

Agreement II", together with the Factoring

Agreement I, the "Factoring Agreements")

entered into between Fullin Factoring as factor

and Shanghai Kuaiyi Mingshang Enterprise

Development Co . , Ltd . ( 上海快易名商企

業發展股份有限公司) (" Shanghai Kuaiyi

Mingshang") as seller, pursuant to which Fullin

Factoring has agreed to provide the accounts

receivable factoring services for Shanghai

Kuaiyi Mingshang with a facility in the factoring

principal amount of RMB10,000,000 for a term

of two years commencing from the Effective

Date (as defined in the Circular), a copy of

which has been produced to the meeting and

marked "B" and initialled by the chairman of the

meeting for the purpose of identification, and the

transactions contemplated thereunder, be and are

hereby approved, confirmed and ratified;

(c) the proposed annual caps for the Factoring

Agreements on an aggregated basis for each of

the three years ending 31 December 2021 as set

out in the Circular be and is hereby approved;

and

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Number of Votes and Percentage of Total

Ordinary Resolution

Number of Votes

For

Against

Abstain

  1. all other transactions to be entered into by the Company and/or its subsidiaries as contemplated under the Factoring Agreements be and are hereby approved and any one director of the Company, or any two directors of the Company if the affixation of the common seal is necessary, be and is/are hereby authorised to execute any other documents for and on behalf of the Company, and to sign all such security documents, other documents, instruments and agreements and to do all such acts or things as he/she/they consider necessary, desirable or expedient that are of administrative nature and ancillary to and for the purposes of carrying out or giving effect to the Factoring Agreements or the transactions contemplated thereunder."

As more than 50% of the votes from the Shareholders (including their proxies) attending the EGM were cast in favour of the resolution numbered 1, such resolution was duly passed as an ordinary resolution.

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Fy Financial Shenzhen Co. Ltd. published this content on 24 October 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 October 2019 14:18:26 UTC