China Communications Construction : ANNOUNCEMENT - DISCLOSEABLE TRANSACTIONS - INTRODUCTION OF THIRD-PARTY INVESTORS FOR CAPITAL CONTRIBUTION TO CERTAIN SUBSIDIARIES

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中 國 交 通 建 設 股 份 有 限 公 司

CHINA COMMUNICATIONS CONSTRUCTION COMPANY LIMITED

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

(Stock Code: 1800)

ANNOUNCEMENT

DISCLOSEABLE TRANSACTIONS

INTRODUCTION OF THIRD-PARTY INVESTORS FOR CAPITAL CONTRIBUTION TO CERTAIN SUBSIDIARIES

On 31 October 2019, the Company, the Target Subsidiaries and the Investors entered into the Current Investment Agreements and Capital Contribution Agreements, pursuant to which, the Investors agreed to make capital contribution to the Target Subsidiaries pursuant to the terms and conditions of each of the Current Investment Agreements and Capital Contribution Agreements and an aggregate amount of RMB7.5 billion was introduced.

On 25 September 2019, the Company, the Target Subsidiaries and the Investors entered into the Previous Investment Agreements and Capital Contribution Agreements, pursuant to which, the Investors agreed to make capital contribution to the Target Subsidiaries pursuant to the terms and conditions of each of the Previous Investment Agreements and Capital Contribution Agreements and an aggregate amount of RMB6.0 billion was introduced.

Upon completion of the Previous Capital Contribution and the Current Capital Contribution, the Target Subsidiaries will continue to be the subsidiaries of the Company and the Company will continue to hold the actual control over the Target Subsidiaries.

Upon completion of the Previous Capital Contribution and the Current Capital Contribution, the Company's equity interest in the Target Subsidiaries will be diluted. Accordingly, the Previous Capital Contribution and the Current Capital Contribution constitute deemed disposals by the Company under Chapter 14 of the Hong Kong Listing Rules. As the highest applicable percentage ratio of the Previous Capital Contribution (on an aggregate basis) is less than 5%, the Previous Capital Contribution does not constitute a discloseable transaction of the Company under Chapter 14 of the Hong Kong Listing Rules, and is exempt from the requirement of reporting, announcement and Shareholders' approval under Chapter 14 of the Hong Kong Listing Rules.

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Pursuant to Rule 14.22 of the Hong Kong Listing Rules, the Current Capital Contribution shall be aggregated with the Previous Capital Contribution. As the highest applicable percentage ratio of the Previous Capital Contribution and the Current Capital Contribution on an aggregate basis is more than 5% but less than 25%, the Current Capital Contribution constitutes a discloseable transaction of the Company and is therefore subject to reporting and announcement requirements, but exempt from Shareholders' approval requirement under Chapter 14 of the Hong Kong Listing Rules.

1. INTRODUCTION
   On 31 October 2019, the Company, the Target Subsidiaries and the Investors entered into the Current Investment Agreements and Capital Contribution Agreements, pursuant to which, the Investors agreed to make capital contribution to the Target Subsidiaries pursuant to the terms and conditions of each of the Current Investment Agreements and Capital Contribution Agreements and an aggregate amount of RMB7.5 billion was introduced.
   On 25 September 2019, the Company, the Target Subsidiaries and the Investors entered into the Previous Investment Agreements and Capital Contribution Agreements, pursuant to which, the Investors agreed to make capital contribution to the Target Subsidiaries pursuant to the terms and conditions of each of the Previous Investment Agreements and Capital Contribution Agreements and an aggregate amount of RMB6.0 billion was introduced.

Upon completion of the Previous Capital Contribution and the Current Capital Contribution, the Target Subsidiaries will continue to be the subsidiaries of the Company and the Company will continue to hold the actual control over the Target Subsidiaries.

1. THE CURRENT INVESTMENT AGREEMENTS AND CAPITAL CONTRIBUTION AGREEMENTS

The major terms of each of the Current Investment Agreements and Capital Contribution Agreements are about the same, which are summarized as follows:

Date:

31 October 2019

Parties:Parties to each of the Current Investment Agreements and Capital Contribution Agreements are:

1. the Company;
2. the Investors (the specific Investors under each of the Current Investment Agreements and Capital Contribution Agreements are set out in the consideration section below); and

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1. the Target Subsidiaries.

To the best of the Directors' knowledge, information and belief after having made all reasonable enquiries, all Investors and their respective ultimate beneficial owners are third parties independent of the Company and its connected persons.

Consideration:	(1) CFHEC Investment Agreement and Capital Contribution
	Agreement
	The consideration to be paid pursuant to CFHEC Investment
	Agreement and Capital Contribution Agreement, and the
	percentage of equity interest of CFHEC to be held by each of the
	Investors upon completion of the Current Capital Contribution
	are set out below:
				Equity interest
				of CFHEC
	Investors	Consideration		to be held
		RMB billion		percentage
	CCB Investment	1.5	7.65%
	BoCom Investment	1.0	5.10%
	Total	2.5	12.75%

An aggregate contribution of RMB2.5 billion will be made by the Investors to acquire 12.75% of equity interest of CFHEC. The consideration under CFHEC Investment Agreement and Capital Contribution Agreement was determined by the Company and the Investors through reasonable negotiations, taking into account various factors including, among others, the historical financial information, future business prospects and potential of CFHEC and the value appraised by the appraiser.

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1. CCCC Second Highway Investment Agreement and Capital Contribution Agreement
   The consideration to be paid pursuant to CCCC Second Highway Investment Agreement and Capital Contribution Agreement, and the percentage of equity interest of CCCC Second Highway to be held by each of the Investors upon completion of the Current Capital Contribution are set out below:

			Equity interest
			of CCCC
			Second
			Highway
Investors	Consideration	to be held
	RMB billion	percentage
ICBC Investment	1.0	9.03%
BOC Investment	1.0	9.03%
Total	2.0		18.06%

An aggregate contribution of RMB2.0 billion will be made by the Investors to acquire 18.06% of equity interest of CCCC Second Highway. The consideration under CCCC Second Highway Investment Agreement and Capital Contribution Agreement was determined by the Company and the Investors through reasonable negotiations, taking into account various factors including, among others, the historical financial information, future business prospects and potential of CCCC Second Highway and the value appraised by the appraiser.

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1. CCCC Fourth Harbour Investment Agreement and Capital Contribution Agreement
   The consideration to be paid pursuant to CCCC Fourth Harbour Investment Agreement and Capital Contribution Agreement, and the percentage of equity interest of CCCC Fourth Harbour to be held by each of the Investors upon completion of the Current Capital Contribution are set out below:

			Equity interest
			of CCCC
			Fourth
			Harbour
Investors	Consideration	to be held
	RMB billion	percentage
BoCom Investment	1.0	4.5915%
ABC Investment	1.0	4.5915%
ICBC Investment	0.5	2.2958%
CCB Investment	0.5	2.2958%
Total	3.0		13.7746%

An aggregate contribution of RMB3.0 billion will be made by the Investors to acquire 13.7746% of equity interest of CCCC Fourth Harbour. The consideration under CCCC Fourth Harbour Investment Agreement and Capital Contribution Agreement was determined by the Company and the Investors through reasonable negotiations, taking into account various factors including, among others, the historical financial information, future business prospects and potential of CCCC Fourth Harbour and the value appraised by the appraiser.

Payment: The consideration for the Current Capital Contribution shall be paid by the Investors in cash. The payment notice will be issued by the Target Subsidiaries within five business days from the date (inclusive) when they confirm the satisfaction of all of the following conditions precedent. Upon the receipt of the payment notice, the Investors shall pay the consideration to the bank accounts designated by the Target Subsidiaries on the payment date (in any event no later than 31 December 2019) set out therein.

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Conditions	The conditions precedent to the Current Capital Contribution include:
precedent:
	(1)	the competent authorities have approved that the Current Capital
		Contribution may be made by way of non-public agreement
		(which means that it is unnecessary to publicly solicit investors
		via the equity exchanges on the published list in accordance with
		the Supervision and Management Measures for State-owned
		Assets of Enterprises);
	(2)	relevant asset appraisal reports under the Current Capital
		Contribution have been filed with CCCG, and CCCG has issued
		the projects filing forms on the asset appraisal;
	(3)	transaction documents relating to the Current Capital
		Contribution, including the investment agreements and the
		capital contribution agreements, have been signed by the parties
		and have taken effect, the Current Capital Contribution has
		obtained internal approval or decision-making from the parties
		in accordance with their respective articles of association
		or disciplines, etc., and has issued internal decision-making
		documents;
	(4)	the parties have reached an agreement on the articles of
		association of the Target Subsidiaries upon completion of the
		Current Capital Contribution;
	(5)	the Company has produced documents to consent to the Current
		Capital Contribution and has undertaken to waive its pre-emption
		right in respect of the Current Capital Contribution;
	(6)	the Target Subsidiaries and the Investors have reached an
		agreement on regulatory arrangements relating to the funds of
		the capital contribution through negotiations; where signed fund
		regulation agreements are required, relevant fund regulation
		agreements shall have been entered into and have taken effect;
	(7)	the presentations, guarantees and undertakings made by the
		Company under each of the Current Investment Agreements
		and Capital Contribution Agreements remain true, complete and
		accurate as at the Capital Contribution Date; and

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1. there are no adverse material changes in the financial condition, business operation and assets of the Target Subsidiaries upon the signing of the Current Investment Agreements and Capital Contribution Agreements and up to the Capital Contribution Date.

In the event that the above conditions precedent are not fully satisfied by 31 December 2019, unless otherwise agreed by the Company and the Investors, the corresponding Current Investment Agreements and Capital Contribution Agreements will be terminated and will no longer be performed.

None of the above conditions can be exempted. As at the date of this announcement, all of the above conditions precedent will be satisfied upon the signing of parties to and taking into force of the Current Investment Agreements and Capital Contribution Agreements.

Profit or loss The profit or loss recorded by the Target Subsidiaries during the period

during the commencing from 31 December 2018 (i.e. the Valuation Benchmark

transition Date) and ending on the Capital Contribution Date shall be enjoyed or

period: borne by the Company.

Exit arrangements: (1) Exit via capital market

Within 60 months since the Capital Contribution Date, upon agreement between the Company and the Investors through negotiations, the Company may elect to procure a particular domestic listed company to acquire the equity interest held by the Investors in the Target Subsidiaries through issuance of shares or convertible bonds or payment in cash.

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1. Exit other than via capital market
   The Investors may also exit by the following methods other than via capital markets (provided that the Company has fulfilled the compliance requirements under the Hong Kong Listing Rules): (i) acquisition by the Company: upon the expiry of 60 months since the Capital Contribution Date while the Investors fail to exit via capital market, or after 36 months since the Capital Contribution Date, the Company may (but not obliged to) acquire the equity interest held by the Investors in the Target Subsidiaries on its own or by a designated third party; (ii) transfer with the assistance of the Company: if the Investors fail to exit via capital market and the Company does not exercise the right of acquisition aforementioned, the Investors are entitled to require the Company to assist in the transfer of the equity interest held by the Investors in the Target Subsidiaries; and (iii) upon agreement between the Company and the Investors through negotiations, the Company may, at any time, acquire the equity interest held by the Investors in the Target Subsidiaries.

As at the date of this announcement, the Company has not entered into any specific agreement in respect of the above exit arrangement. The Company will further perform its disclosure obligations in due course in accordance with the requirements of the Hong Kong Listing Rules, if necessary.

1. THE PREVIOUS INVESTMENT AGREEMENTS AND CAPITAL CONTRIBUTION AGREEMENTS

The major terms of each of the Previous Investment Agreements and Capital Contribution Agreements are about the same. Except as described below, the other major terms of the Previous Investment Agreements and Capital Contribution Agreements are about the same as those of the Current Investment Agreements and Capital Contribution Agreements:

Date:

25 September 2019

Parties:Parties to each of the Previous Investment Agreements and Capital Contribution Agreements are:

1. the Company;

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1. the Investors (the specific Investors under each of the Previous Investment Agreements and Capital Contribution Agreements are set out in the consideration section below); and
2. the Target Subsidiaries.

To the best of the Directors' knowledge, information and belief after having made all reasonable enquiries, all Investors and their respective ultimate beneficial owners are third parties independent of the Company and its connected persons.

Consideration:	(1) CCCC Second Harbour Investment Agreement and Capital
	Contribution Agreement
	The consideration to be paid pursuant to CCCC Second Harbour
	Investment Agreement and Capital Contribution Agreement, and
	the percentage of equity interest of CCCC Second Harbour to be
	held by each of the Investors upon completion of the Previous
	Capital Contribution are set out below:
				Equity interest
				of CCCC
				Second
				Harbour
	Investors	Consideration	to be held
		RMB billion	percentage
	ABC Investment	1.0	6.68%
	CCB Investment	1.0	6.68%
	Total	2.0		13.36%

An aggregate contribution of RMB2.0 billion will be made by the Investors to acquire 13.36% of equity interest of CCCC Second Harbour. The consideration under CCCC Second Harbour Investment Agreement and Capital Contribution Agreement was determined by the Company and the Investors through reasonable negotiations, taking into account various factors including, among others, the historical financial information, future business prospects and potential of CCCC Second Harbour and the value appraised by the appraiser.

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1. Road & Bridge Investment Agreement and Capital Contribution Agreement
   The consideration to be paid pursuant to Road & Bridge Investment Agreement and Capital Contribution Agreement, and the percentage of equity interest of Road & Bridge to be held by each of the Investors upon completion of the Previous Capital Contribution are set out below:

				Equity interest
			of Road & Bridge
Investors	Consideration		to be held
	RMB billion		percentage
ICBC Investment	1.0	8.625%
BOC Investment	1.0	8.625%
Total	2.0		17.25%

An aggregate contribution of RMB2.0 billion will be made by the Investors to acquire 17.25% of equity interest of Road & Bridge. The consideration under Road & Bridge Investment Agreement and Capital Contribution Agreement was determined by the Company and the Investors through reasonable negotiations, taking into account various factors including, among others, the historical financial information, future business prospects and potential of Road & Bridge and the value appraised by the appraiser.

1. CCCC Fourth Highway Investment Agreement and Capital Contribution Agreement
   The consideration to be paid pursuant to CCCC Fourth Highway Investment Agreement and Capital Contribution Agreement, and the percentage of equity interest of CCCC Fourth Highway to be held by each of the Investors upon completion of the Previous Capital Contribution are set out below:

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			Equity interest
			of CCCC
			Fourth
			Highway
Investors	Consideration	to be held
	RMB billion	percentage
CCB Investment	1.0	10.04%
BoCom Investment	1.0	10.04%
Total	2.0		20.08%

An aggregate contribution of RMB2.0 billion will be made by the Investors to acquire 20.08% of equity interest of CCCC Fourth Highway. The consideration under CCCC Fourth Highway Investment Agreement and Capital Contribution Agreement was determined by the Company and the Investors through reasonable negotiations, taking into account various factors including, among others, the historical financial information, future business prospects and potential of CCCC Fourth Highway and the value appraised by the appraiser.

IV. REASONS FOR AND BENEFITS OF THE TRANSACTIONS

The capital contribution to the Target Subsidiaries by the introduction of the Investors could directly reduce the indebtedness level, gearing ratio, finance costs and the corporate financial burden of the Target Subsidiaries; meanwhile, it could also effectively reduce the consolidated gearing ratio of the Company so as to reduce cost and enhance efficiency and profitability. Upon completion of the Previous Capital Contribution and the Current Capital Contribution, calculating based on the consolidated financial statements of the Company for the year 2018 prepared in accordance with the Accounting Standards for Business Enterprises of the PRC, the Previous Capital Contribution and the Current Capital Contribution could reduce the gearing ratio of the Company by 1.41%. In addition, the Previous Capital Contribution and the Current Capital Contribution are in line with national policies, which is conducive to enhancing the capital strength of enterprises, promoting the development of bank-enterprise comprehensive business, improving the quality of corporate assets, revitalizing assets and achieving economic transformation and upgrading. The Directors are of the view that the Previous Capital Contribution and the Current Capital Contribution and the terms of each of the investment agreements and capital contribution agreements thereto are fair and reasonable and in the interests of the Company and Shareholders as a whole.

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1. FINANCIAL EFFECTS OF THE TRANSACTIONS
   As at the date of this announcement, the Target Subsidiaries are all wholly-owned subsidiaries of the Company. Upon the completion Previous Capital Contribution and the Current Capital Contribution, the Target Subsidiaries will continue to be the subsidiaries of the Company and the Company will continue to hold the actual control over the Target Subsidiaries. Accordingly, the financial results of the Target Subsidiaries will be consolidated into the financial statements of the Company. The shareholding structure of the Target Subsidiaries upon completion of the Previous Capital Contribution and the Current Capital Contribution is as follows:

	Percentage of Shareholding
	Immediately after
	the Current Capital Contribution/
	the Previous Capital Contribution
Target Subsidiaries	Company	Investors
CFHEC	87.25%	12.75%
CCCC Second Highway	81.94%	18.06%
CCCC Fourth Harbour	86.2254%	13.7746%
CCCC Second Harbour	86.64%	13.36%
Road & Bridge	82.75%	17.25%
CCCC Fourth Highway	79.92%	20.08%

It is expected that the Company will record no gains or losses from the Previous Capital Contribution and the Current Capital Contribution and the transactions will have no effects on the statement of profit of the Company.

Proceeds from the Previous Capital Contribution and the Current Capital Contribution are expected to be used for repaying loans from financial institutions owed by the Target Subsidiaries (and/or such subsidiaries within the consolidated financial statements of the Target Subsidiaries).

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VI. IMPLICATIONS OF HONG KONG LISTING RULES

None of the Directors has any material interests in the Previous Capital Contribution and the Current Capital Contribution and thus shall abstain from voting on the board resolution concerning the introduction of third-party investors for capital contribution to certain subsidiaries by the Company.

Upon completion of the Previous Capital Contribution and the Current Capital Contribution, the Company's equity interest in the Target Subsidiaries will be diluted. Accordingly, the Previous Capital Contribution and the Current Capital Contribution constitute deemed disposals by the Company under Chapter 14 of the Hong Kong Listing Rules. As the highest applicable percentage ratio of the Previous Capital Contribution (on an aggregate basis) is less than 5%, the Previous Capital Contribution does not constitute a discloseable transaction of the Company, and is exempt from the requirement of reporting, announcement and Shareholders' approval under Chapter 14 of the Hong Kong Listing Rules.

Pursuant to Rule 14.22 of the Hong Kong Listing Rules, the Current Capital Contribution shall be aggregated with the Previous Capital Contribution. As the highest applicable percentage ratio of the Previous Capital Contribution and the Current Capital Contribution on an aggregate basis is more than 5% but less than 25%, the Current Capital Contribution therefore constitute a discloseable transaction of the Company under Chapter 14 of the Hong Kong Listing Rules, and is therefore subject to reporting and announcement requirements, but exempt from Shareholders' approval requirement under Chapter 14 of the Hong Kong Listing Rules.

VII. GENERAL INFORMATION

1. The Company
   The Company is a leading transportation infrastructure enterprise in the PRC. It is primarily engaged in providing customers with integrated solutions services for each stage of the infrastructure projects leveraging on its extensive operating experience, expertise and know-how accumulated from projects undertaken in a wide range of areas over the past six decades.

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1. Target Subsidiaries
   All of the Target Subsidiaries are wholly-owned subsidiaries of the Company incorporated in the PRC. The principal businesses and major consolidated financial data of the Target Subsidiaries are set out as below:

					RMB million
			Net profit/	Net profit/	Net profit/	Net profit/
			(loss) before	(loss) after	(loss) before	(loss) after
			tax and	tax and	tax and	tax and
			extraordinary	extraordinary	extraordinary	extraordinary
			items for	items for the	items for the	items for the
		Net assets	the year ended	year ended	year ended	year ended
		as at	31 December	31 December	31 December	31 December
Target Subsidiaries	Principal businesses	30 June 2019	2018	2018	2017	2017
		(unaudited)	(audited)	(audited)	(audited)	(audited)
CFHEC	Principally engaged	19,550.00	1,689.29	1,266.08	1,654.56	1,271.57
CCCC Second Highway	in business related	8,081.95	1,220.89	1,038.17	1,041.70	813.02
CCCC Fourth Harbour	to the construction	15,506.20	2,194.00	1,976.58	1,913.41	1,654.53
CCCC Second Harbour	of transportation	13,127.65	1,503.94	1,233.08	1,213.39	991.03
Road & Bridge	infrastructure	9,823.96	1,254.98	976.52	1,003.79	777.73
CCCC Fourth Highway		5,733.78	1,278.66	1,053.65	914.17	771.01

All financial data of the Target Subsidiaries disclosed in this announcement were prepared in accordance with the Accounting Standards for Business Enterprises of the PRC.

1. Investors

1. ICBC Investment

ICBC Investment is a company incorporated in the PRC with limited liability, and is a wholly-owned subsidiary of Industrial and Commercial Bank of China Limited. ICBC Investment principally engages in debt-to-equity swap and supporting businesses, raising funds from eligible social investors according to law and regulations to carry out debt-to-equity swap, issuing financial bonds for exclusive use in debt-to-equity swap, as well as other businesses approved by the

CBIRC.

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2. ABC Investment

ABC Investment is a company incorporated in the PRC with limited liability, and is a wholly-owned subsidiary of Agricultural Bank of China Limited. ABC Investment principally engages in debt-to-equity swap and supporting businesses, raising funds from eligible social investors according to law and regulations to carry out debt-to-equity swap, issuing financial bonds for exclusive use in debt-to-equity swap, as well as other businesses approved by the CBIRC.

3. BOC Investment

BOC Investment is a company incorporated in the PRC with limited liability, and is a wholly-owned subsidiary of Bank of China Limited. BOC Investment principally engages in debt-to-equity swap and supporting businesses, raising funds from eligible social investors according to law and regulations to carry out debt-to-equity swap, issuing financial bonds for exclusive use in debt-to-equity swap, as well as other businesses approved by the CBIRC.

4. CCB Investment

CCB Investment is a company incorporated in the PRC with limited liability, and is a wholly-owned subsidiary of China Construction Bank Corporation. CCB Investment principally engages in debt-to-equity swap and supporting businesses, raising funds from eligible social investors according to law and regulations to carry out debt-to-equity swap, issuing financial bonds for exclusive use in debt-to-equity swap, as well as other businesses approved by the CBIRC.

5. BoCom Investment

BoCom Investment is a company incorporated in the PRC with limited liability, and is a wholly-owned subsidiary of Bank of Communications Co., Ltd. BoCom Investment principally engages in debt-to-equity swap and supporting businesses, raising funds from eligible social investors according to law and regulations to carry out debt-to-equity swap, issuing financial bonds for exclusive use in debt-to-equity swap, as well as other businesses approved by the CBIRC.

To the best of the Directors' knowledge, information and belief after having made all reasonable enquiries, all Investors and their respective ultimate beneficial owners are third parties independent of the Company and its connected persons.

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Definitions

In this announcement, unless the content otherwise requires, the following expressions have the following meanings:

"ABC Investment"	ABC Financial Asset Investment Co., Ltd., a company
	incorporated in the PRC with limited liability
"BOC Investment"	BOC Financial Asset Investment Co., Ltd., a company
	incorporated in the PRC with limited liability
"BoCom Investment"	BoCom Financial Asset Investment Co., Ltd., a company
	incorporated in the PRC with limited liability
"Capital Contribution Date"	the capital contribution date set out in the written confirmation
	letter issued by the Target Subsidiaries to the Investors upon
	satisfaction of all conditions precedent under each of the
	investment agreements and capital contribution agreements
"CBIRC"	China Banking and Insurance Regulatory Commission
"CCB Investment"	CCB Financial Asset Investment Company Limited, a
	company incorporated in the PRC with limited liability
"CCCC Fourth Harbour"	CCCC Fourth Harbour Engineering Co., Ltd.* ( 中 交 第 四
	航 務 工 程 局 有 限 公 司), a wholly-owned subsidiary of the
	Company as at the date of this announcement
"CCCC Fourth Harbour	the Agreement on Investment to CCCC Fourth Harbour
Investment Agreement	Engineering Co . , Ltd . and the Agreement on Capital
and Capital Contribution	Contribution to CCCC Fourth Harbour Engineering Co.,
Agreement"	Ltd. entered into among the Company, the Investors and
	CCCC Fourth Harbour on 31 October 2019, in relation to
	the proposed capital contribution of RMB3.0 billion by the
	Investors to CCCC Fourth Harbour
"CCCC Fourth Highway"	CCCC Fourth Highway Engineering Co., Ltd.* ( 中 交 第 四
	公 路 工 程 局 有 限 公 司), a wholly-owned subsidiary of the
	Company as at the date of this announcement

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"CCCC Fourth Highway	the Agreement on Investment to CCCC Fourth Highway
Investment Agreement	Engineering Co . , Ltd . and the Agreement on Capital
and Capital Contribution	Contribution to CCCC Fourth Highway Engineering Co.,
Agreement"	Ltd. entered into among the Company, the Investors and
	CCCC Fourth Highway on 25 September 2019, in relation to
	the proposed capital contribution of RMB2.0 billion by the
	Investors to CCCC Fourth Highway
"CCCC Second Harbour"	CCCC Second Harbour Engineering Co., Ltd.* ( 中 交 第 二
	航 務 工 程 局 有 限 公 司), a wholly-owned subsidiary of the
	Company as at the date of this announcement
"CCCC Second Harbour	the Agreement on Investment to CCCC Second Harbour
Investment Agreement	Engineering Co . , Ltd . and the Agreement on Capital
and Capital Contribution	Contribution to CCCC Second Harbour Engineering Co.,
Agreement"	Ltd. entered into among the Company, the Investors and
	CCCC Second Harbour on 25 September 2019, in relation to
	the proposed capital contribution of RMB2.0 billion by the
	Investors to CCCC Second Harbour
"CCCC Second Highway"	CCCC Second Highway Engineering Co., Ltd.* ( 中 交 第 二
	公 路 工 程 局 有 限 公 司), a wholly-owned subsidiary of the
	Company as at the date of this announcement
"CCCC Second Highway	the Agreement on Investment to CCCC Second Highway
Investment Agreement	Engineering Co . , Ltd . and the Agreement on Capital
and Capital Contribution	Contribution to CCCC Second Highway Engineering Co.,
Agreement"	Ltd. entered into among the Company, the Investors and
	CCCC Second Highway on 31 October 2019, in relation to
	the proposed capital contribution of RMB2.0 billion by the
	Investors to CCCC Second Highway
"CCCG"	China Communications Construction Group (Limited) ( 中
	國 交 通 建 設 集 團 有 限 公 司), a state-owned enterprise
	established under the laws of the PRC and the controlling
	Shareholder of the Company
"CFHEC"	CCCC First Highway Engineering Group Co., Ltd.* ( 中 交 一
	公 局 集 團 有 限 公 司), a wholly-owned subsidiary of the
	Company as at the date of this announcement

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"CFHEC Investment	the Agreement on Investment to CCCC First Highway
Agreement and Capital	Engineering Group Co., Ltd. and the Agreement on Capital
Contribution Agreement"	Contribution to CCCC First Highway Engineering Group
	Co., Ltd. entered into among the Company, the Investors
	and CFHEC on 31 October 2019, in relation to the proposed
	capital contribution of RMB2.5 billion by the Investors to
	CFHEC
"Company"	China Communications Construction Company Limited, a
	joint stock limited company incorporated in the PRC, the H
	shares of which are listed on the Hong Kong Stock Exchange
	under the stock code 1800 and the A shares of which are listed
	on the Shanghai Stock Exchange under the stock code 601800
"Current Capital	proposed capital contribution by the Investors to CFHEC,
Contribution"	CCCC Second Highway and CCCC Fourth Harbour pursuant
	to CFHEC Investment Agreement and Capital Contribution
	Agreement, CCCC Second Highway Investment Agreement
	and Capital Contribution Agreement, and CCCC Fourth
	Harbour Investment Agreement and Capital Contribution
	Agreement, respectively
"Current Investment	collectively, CFHEC Investment Agreement and Capital
Agreements and Capital	Contribution Agreement, CCCC Second Highway Investment
Contribution Agreements"	Agreement and Capital Contribution Agreement, and
	CCCC Fourth Harbour Investment Agreement and Capital
	Contribution Agreement
"Director(s)"	the director(s) of the Company
"Hong Kong Listing Rules"	The Rules Governing the Listing of Securities on The Stock
	Exchange of Hong Kong Limited

"Hong Kong Stock Exchange"The Stock Exchange of Hong Kong Limited

"ICBC Investment"	ICBC Financial Asset Investment Co., Ltd., a company
	incorporated in the PRC with limited liability
"Investors"	ICBC Investment, ABC Investment, BOC Investment, CCB
	Investment and BoCom Investment, or any of the above
	investors, subject to specific investment agreement and capital
	contribution agreement

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"PRC"	the People's Republic of China, for the purpose of
	this announcement, excluding the Hong Kong Special
	Administrative Region, the Macau Special Administrative
	Region and Taiwan
"Previous Capital	the proposed capital contribution by the Investors to CCCC
Contribution"	Second Harbour, Road & Bridge and CCCC Fourth Highway
	pursuant to CCCC Second Harbour Investment Agreement and
	Capital Contribution Agreement, Road & Bridge Investment
	Agreement and Capital Contribution Agreement, and
	CCCC Fourth Highway Investment Agreement and Capital
	Contribution Agreement, respectively
"Previous Investment	collectively, CCCC Second Harbour Investment Agreement
Agreements and Capital	and Capital Contribution Agreement, Road & Bridge
Contribution Agreements"	Investment Agreement and Capital Contribution Agreement,
	and CCCC Fourth Highway Investment Agreement and Capital
	Contribution Agreement
"RMB"	Renminbi, the lawful currency of the PRC
"Road & Bridge"	Road & Bridge International Co., Ltd.* ( 中 交 路 橋 建 設 有
	限 公 司), a wholly-owned subsidiary of the Company as at
	the date of this announcement
"Road & Bridge Investment	the Agreement on Investment to Road & Bridge International
Agreement and Capital	Co., Ltd. and the Agreement on Capital Contribution to Road
Contribution Agreement"	& Bridge International Co., Ltd. entered into among the
	Company, the Investors and Road & Bridge on 25 September
	2019, in relation to the proposed capital contribution of
	RMB2.0 billion by the Investors to Road & Bridge
"Shareholder(s)"	the shareholder(s) of the Company

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"Target Subsidiaries"	CCCC Second Harbour, Road & Bridge, CCCC Fourth
	Highway, CFHEC, CCCC Second Highway and CCCC Fourth
	Harbour, subject to specific investment agreement and capital
	contribution agreement
"%"	percent
	By Order of the Board
	China Communications Construction Company Limited
	ZHOU Changjiang
	Company Secretary
Beijing, the PRC
31 October 2019

As at the date of this announcement, the Directors of the Company are LIU Qitao, SONG Hailiang, LIU Maoxun, QI Xiaofei, HUANG Long#, ZHENG Changhong# and NGAI Wai Fung#.

• Independent non-executive Director

• For identification purpose only

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