Hainan Meilan International Airport : POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING, DOMESTIC SHAREHOLDERS CLASS MEETING AND H SHAREHOLDERS CLASS MEETING HELD ON 21 FEBRUARY 2020

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.

海南美蘭國際空港股份有限公司

Hainan Meilan International Airport Company Limited*

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

(Stock Code: 357)

POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING,

DOMESTIC SHAREHOLDERS CLASS MEETING AND

H SHAREHOLDERS CLASS MEETING HELD ON 21 FEBRUARY 2020

References are made to the circular of Hainan Meilan International Airport Company Limited (the "Company") dated 7 January 2020 (the "Circular") and the notices of the extraordinary general meeting (the "EGM"), the domestic shareholders class meeting (the "Domestic Shareholders Class Meeting") and the H shareholders class meeting (the "H Shareholders Class Meeting") of the Company dated 7 January 2020 (collectively, the "Notices"). Unless the context requires otherwise, terms used herein shall have the same meanings as those defined in the Circular.

The board of directors (the "Board") of the Company is pleased to announce that at the EGM, the Domestic Shareholders Class Meeting and the H Shareholders Class Meeting held on 21 February 2020, all the proposed resolutions as set out in the Notices were duly passed by the shareholders of the Company (the "Shareholders") by way of poll.

Computershare Hong Kong Investor Services Limited, the Company's H share registrar in Hong Kong, was appointed as the scrutineer at the EGM, the Domestic Shareholders Class Meeting and the H Shareholders Class Meeting for the purpose of vote-taking.

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RESULTS OF THE EGM

A poll was demanded at the EGM for voting on the following special resolutions. Details of the poll results in respect of the special resolutions proposed at the EGM are as follows:

	Resolutions	Number of Votes
	By way of special resolutions	For	Against	Abstention
1.	To consider and approve the extension of the	126,253,847	20,000	1,000
	validity period of the resolutions in relation to	H Shares	H Shares	H Shares
	the Parent Company Subscription, for a further	8,800,000	Nil	Nil
	period of nine (9) months, from 26 September	Domestic	Domestic	Domestic
	2019 to 25 June 2020;	Shares	Shares	Shares
		Total:	Total:	Total:
		135,053,847	20,000	1,000
		Shares	Shares	Shares
		(99.98%)	(0.02%)	(0.00%)

- 2 -

		Resolutions	Number of Votes
		By way of special resolutions	For	Against	Abstention
2.	To consider and approve the extension of the	125,562,847	711,000	1,000
	validity period of the Specific Mandate in relation	H Shares	H Shares	H Shares
	to the New H Shares Issue, for a further period	246,300,000	Nil	Nil
	of nine (9) months, from 26 September 2019	Domestic	Domestic	Domestic
	to 25 June 2020, together with the following	Shares	Shares	Shares
	resolutions on the Specific Mandate for the New	Total:	Total:	Total:
	H Shares Issue and listing of New H Shares on	371,862,847	711,000	1,000
	the Stock Exchange (relevant details of the	Shares	Shares	Shares
	resolutions are set out in the Circular):	(99.81%)	(0.19%)	(0.00%)
	2.1.	Class of Shares to be issued;
	2.2.	Time of issuance;
	2.3.	Size of issuance;
	2.4.	Ranking of New H Shares;
	2.5.	Listing;
	2.6.	Method of issuance;
	2.7.	Target placees;
	2.8.	Pricing mechanism;
	2.9.	Method of subscription;
	2.10.	Accumulated profits;
	2.11.	Use of proceeds;
	2.12.	Validity period of the resolutions;

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		Resolutions	Number of Votes
		By way of special resolutions	For	Against	Abstention
3.	To consider and approve the extension of	126,253,847	Nil	1,000
	the authorisation to the Board granted by the	H Shares		H Shares
	general meeting of Shareholders to deal with	8,800,000		Nil
	and complete the Parent Company Subscription,	Domestic		Domestic
	for a further period of nine (9) months, from 26	Shares		Shares
	September 2019 to 25 June 2020;	Total:		Total:
			135,053,847		1,000
			Shares		Shares
			(100.00%)		(0.00%)
4.	To consider and approve the extension of	126,562,847	711,000	1,000
	the authorisation to the Board granted by the	H Shares	H Shares	H Shares
	general meeting of Shareholders to deal with	246,300,000	Nil	Nil
	and complete all the matters in relation to the	Domestic	Domestic	Domestic
	New H Shares Issue, for a further period of nine	Shares	Shares	Shares
	(9) months, from 26 September 2019 to 25 June	Total:	Total:	Total:
	2020. Such matters include but are not limited	371,862,847	711,000	1,000
	to:		Shares	Shares	Shares
			(99.81%)	(0.19%)	(0.00%)
	(a)	execute and submit all the relevant
		applications, reports and other documents
		to the relevant PRC and overseas
		departments or authorities and deal with
		all the relevant approvals, registration,
		filing, sanction and permission;
	(b)	determine the terms of the proposed
		New H Shares Issue, including the
		determination of the actual size, issue
		price (including the price range and final
		price), timing, method and target placee(s)
		of the proposed New H Shares Issue, the
		execution, implementation, modification
		and termination of any agreement, contract
		or other documents in relation to the
		exercise of the Specific Mandate to issue
		the New H Shares, making adjustment to
		the use of proceeds of the proposed New
		H Shares Issue, and any other relevant
		matter;

- 4 -

Resolutions		Number of Votes
By way of special resolutions	For	Against Abstention

1. negotiate and enter into subscription agreements with the placees and/or the placing agreement with the placing agent(s) in relation to the proposed New H Shares Issue, and approving any revision or amendments to such agreement(s);
2. deal with all the matters in relation to obtaining all the approvals and permissions from the relevant authorities including but not limited to the CSRC, the Stock Exchange and/or any other relevant PRC and overseas authorities in relation to the proposed New H Shares Issue;
3. depending on the requirements at the time of the issuance, engage and appoint financial advisor, the placing agent(s), PRC and overseas legal advisers and other relevant agencies in relation to the proposed New H Shares Issue and enter into engagement or appointment letters and other relevant legal documents;
4. make appropriate amendments to the terms of the proposed New H Shares Issue in light of the specific circumstances and pursuant to the approval(s) by the relevant regulatory authorities;
5. execute, implement, amend and complete any document and do any act as necessary and appropriate in relation to the proposed New H Shares Issue;

- 5 -

		Resolutions	Number of Votes
		By way of special resolutions	For	Against	Abstention
	(h)	approve the publication of relevant
		announcement(s), circular(s) and notice(s)
		in relation to the proposed New H Shares
		Issue on the website of the Stock Exchange
		and the Company, respectively, and the
		submission of relevant forms, files or other
		documents to the Stock Exchange; and
	(i)	obtain the approval from the Stock
		Exchange for listing of and permission
		to deal in all of the New H Shares to be
		issued and allotted pursuant to the New
		H Shares Issue on the Main Board of the
		Stock Exchange; and
5.	To	consider and approve the Proposed	124,824,847	1,429,000	1,000
	Amendments.	H Shares	H Shares	H Shares
			246,300,000	Nil	Nil
			Domestic	Domestic	Domestic
			Shares	Shares	Shares
			Total:	Total:	Total:
			371,124,847	1,429,000	1,000
			Shares	Shares	Shares
			(99.62%)	(0.38%)	(0.00%)

As at the date of the EGM, the total number of issued H Shares was 226,913,000 and the total number of issued Domestic Shares was 246,300,000. In respect of special resolutions no. 1 and no. 3 above, as stated in the Circular, the Parent Company and its associate were required to abstain and had abstained from voting at the EGM. As at the date of the EGM, the Parent Company was interested in 237,500,000 Domestic Shares, representing approximately 50.19% of the registered and issued share capital of the Company and none of the associates of the Parent Company was interested in any Shares. Accordingly, Independent Shareholders holding a total of 235,713,000 Shares were entitled to attend and vote for or against special resolutions no. 1 and no. 3 above at the EGM. Shareholders holding a total of 473,213,000 Shares were entitled to attend and vote for or against the other special resolutions above at the EGM.

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Save as disclosed above, there were no other Shareholders who were required under the Listing Rules to abstain from voting on any of the special resolutions above at the EGM and there were no Shares entitling the Shareholders to attend and abstain from voting in favour of any of the special resolutions above at the EGM as set out in Rule 13.40 of the Listing Rules and none of the Shareholders has stated their intention in the Circular to vote against or to abstain from voting on any of the special resolutions above at the EGM.

No proposal was put forward at the EGM by any Shareholders holding five (5) per cent or more of the Shares carrying the right to vote at the EGM.

As more than two-thirds of the votes attaching to the Shares held by the Shareholders present and voting in person or by proxy at the EGM were cast in favour of each of the special resolutions above, all the special resolutions above were duly passed.

RESULTS OF THE DOMESTIC SHAREHOLDERS CLASS MEETING

A poll was demanded at the Domestic Shareholders Class Meeting for voting on the following special resolutions. Details of the poll results in respect of the special resolutions proposed at the Domestic Shareholders Class Meeting are as follows:

	Resolutions	Number of Votes
	By way of special resolutions	For	Against	Abstention
1.	To consider and approve the extension of the	8,800,000	Nil	Nil
	validity period of the resolutions in relation to	Domestic
	the Parent Company Subscription, for a further	Shares
	period of nine (9) months, from 26 September	(100.00%)
	2019 to 25 June 2020;

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		Resolutions	Number of Votes
		By way of special resolutions	For	Against	Abstention
2.	To consider and approve the extension of the	246,300,000	Nil	Nil
	validity period of the Specific Mandate in relation	Domestic
	to the New H Shares Issue, for a further period	Shares
	of nine (9) months, from 26 September 2019	(100.00%)
	to 25 June 2020, together with the following
	resolutions on the Specific Mandate for the New
	H Shares Issue and listing of New H Shares on
	the Stock Exchange (relevant details of the
	resolutions are set out in the Circular):
	2.1.	Class of Shares to be issued;
	2.2.	Time of issuance;
	2.3.	Size of issuance;
	2.4.	Ranking of New H Shares;
	2.5.	Listing;
	2.6.	Method of issuance;
	2.7.	Target placees;
	2.8.	Pricing mechanism;
	2.9.	Method of subscription;
	2.10.	Accumulated profits;
	2.11.	Use of proceeds;
	2.12.	Validity period of the resolutions;
3.	To consider and approve the extension of	8,800,000	Nil	Nil
	the authorisation to the Board granted by the	Domestic
	general meeting of Shareholders to deal with	Shares
	and complete the Parent Company Subscription,	(100.00%)
	for a further period of nine (9) months, from 26
	September 2019 to 25 June 2020;

- 8 -

		Resolutions	Number of Votes
		By way of special resolutions	For	Against	Abstention
4.	To consider and approve the extension of	246,300,000	Nil	Nil
	the authorisation to the Board granted by the	Domestic
	general meeting of Shareholders to deal with	Shares
	and complete all the matters in relation to the	(100.00%)
	New H Shares Issue, for a further period of nine
	(9) months, from 26 September 2019 to 25 June
	2020. Such matters include but are not limited
	to:
	(a)	execute and submit all the relevant
		applications, reports and other documents
		to the relevant PRC and overseas
		departments or authorities and deal with
		all the relevant approvals, registration,
		filing, sanction and permission;
	(b)	determine the terms of the proposed
		New H Shares Issue, including the
		determination of the actual size, issue
		price (including the price range and final
		price), timing, method and target placee(s)
		of the proposed New H Shares Issue, the
		execution, implementation, modification
		and termination of any agreement, contract
		or other documents in relation to the
		exercise of the Specific Mandate to issue
		the New H Shares, making adjustment to
		the use of proceeds of the proposed New
		H Shares Issue, and any other relevant
		matter;
	(c)	negotiate and enter into subscription
		agreements with the placees and/or the
		placing agreement with the placing
		agent(s) in relation to the proposed New H
		Shares Issue, and approving any revision
		or amendments to such agreement(s);

- 9 -

Resolutions		Number of Votes
By way of special resolutions	For	Against Abstention

1. deal with all the matters in relation to obtaining all the approvals and permissions from the relevant authorities including but not limited to the CSRC, the Stock Exchange and/or any other relevant PRC and overseas authorities in relation to the proposed New H Shares Issue;
2. depending on the requirements at the time of the issuance, engage and appoint financial advisor, the placing agent(s), PRC and overseas legal advisers and other relevant agencies in relation to the proposed New H Shares Issue and enter into engagement or appointment letters and other relevant legal documents;
3. make appropriate amendments to the terms of the proposed New H Shares Issue in light of the specific circumstances and pursuant to the approval(s) by the relevant regulatory authorities;
4. execute, implement, amend and complete any document and do any act as necessary and appropriate in relation to the proposed New H Shares Issue;
5. approve the publication of relevant announcement(s), circular(s) and notice(s) in relation to the proposed New H Shares Issue on the website of the Stock Exchange and the Company, respectively, and the submission of relevant forms, files or other documents to the Stock Exchange; and

- 10 -

	Resolutions	Number of Votes
	By way of special resolutions	For	Against	Abstention
	(i) obtain the approval from the Stock
	Exchange for listing of and permission
	to deal in all of the New H Shares to be
	issued and allotted pursuant to the New
	H Shares Issue on the Main Board of the
	Stock Exchange; and
5.	To consider and approve the Proposed	246,300,000	Nil	Nil
	Amendments.	Domestic
		Shares
		(100.00%)

As at the date of the Domestic Shareholders Class Meeting, the total number of issued Domestic Shares of the Company was 246,300,000. In respect of special resolutions no. 1 and no. 3 above, as stated in the Circular, the Parent Company and its associate were required to abstain and had abstained from voting at the Domestic Shareholders Class Meeting. As at the date of the Domestic Shareholders Class Meeting, the Parent Company was interested in 237,500,000 Domestic Shares, representing approximately 50.19% of the registered and issued share capital of the Company and none of the associates of the Parent Company is interested in any Shares. Accordingly, Independent Shareholders holding a total of 8,800,000 Domestic Shares were entitled to attend and vote for or against special resolutions no. 1 and no. 3 above at the Domestic Shareholders Class Meeting. Shareholders holding a total of 246,300,000 Domestic Shares were entitled to attend and vote for or against the other special resolutions above at the Domestic Shareholders Class Meeting.

Save as disclosed above, there were no other Shareholders who were required under the Listing Rules to abstain from voting on any of the special resolutions above at the Domestic Shareholders Class Meeting and there were no Shares entitling the Shareholders to attend and abstain from voting in favour of any of the special resolutions above at the Domestic Shareholders Class Meeting as set out in Rule 13.40 of the Listing Rules and none of the Shareholders has stated their intention in the Circular to vote against or to abstain from voting on any of the special resolutions above at the Domestic Shareholders Class Meeting.

No proposal was put forward at the Domestic Shareholders Class Meeting by any Shareholders holding five (5) per cent or more of the Shares carrying the right to vote at the Domestic Shareholders Class Meeting.

- 11 -

As more than two-thirds of the votes attaching to the Domestic Shares held by the Shareholders present and voting in person or by proxy at the Domestic Shareholders Class Meeting were cast in favour of each of the special resolutions above, all the special resolutions above were duly passed.

RESULTS OF THE H SHAREHOLDERS CLASS MEETING

A poll was demanded at the H Shareholders Class Meeting for voting on the following special resolutions. Details of the poll results in respect of the special resolutions proposed at the H Shareholders Class Meeting are as follows:

	Resolutions	Number of Votes
	By way of special resolutions	For	Against	Abstention
1.	To consider and approve the extension of the	126,253,847	Nil	1,000
	validity period of the resolutions in relation to	H Shares		H Shares
	the Parent Company Subscription, for a further	(100.00%)		(0.00%)
	period of nine (9) months, from 26 September
	2019 to 25 June 2020;

- 12 -

		Resolutions	Number of Votes
		By way of special resolutions	For	Against	Abstention
2.	To consider and approve the extension of the	125,562,847	691,000	1,000
	validity period of the Specific Mandate in relation	H Shares	H Shares	H Shares
	to the New H Shares Issue, for a further period	(99.45%)	(0.55%)	(0.00%)
	of nine (9) months, from 26 September 2019
	to 25 June 2020, together with the following
	resolutions on the Specific Mandate for the New
	H Shares Issue and listing of New H Shares on
	the Stock Exchange (relevant details of the
	resolutions are set out in the Circular):
	2.1.	Class of Shares to be issued;
	2.2.	Time of issuance;
	2.3.	Size of issuance;
	2.4.	Ranking of New H Shares;
	2.5.	Listing;
	2.6.	Method of issuance;
	2.7.	Target placees;
	2.8.	Pricing mechanism;
	2.9.	Method of subscription;
	2.10.	Accumulated profits;
	2.11.	Use of proceeds;
	2.12.	Validity period of the resolutions;

- 13 -

		Resolutions	Number of Votes
		By way of special resolutions	For	Against	Abstention
3.	To consider and approve the extension of	126,253,847	Nil	1,000
	the authorisation to the Board granted by the	H Shares		H Shares
	general meeting of Shareholders to deal with	(100.00%)		(0.00%)
	and complete the Parent Company Subscription,
	for a further period of nine (9) months, from 26
	September 2019 to 25 June 2020;
4.	To consider and approve the extension of	125,562,847	691,000	1,000
	the authorisation to the Board granted by the	H Shares	H Shares	H Shares
	general meeting of Shareholders to deal with	(99.45%)	(0.55%)	(0.00%)
	and complete all the matters in relation to the
	New H Shares Issue, for a further period of nine
	(9) months, from 26 September 2019 to 25 June
	2020. Such matters include but are not limited
	to:
	(a)	execute and submit all the relevant
		applications, reports and other documents
		to the relevant PRC and overseas
		departments or authorities and deal with
		all the relevant approvals, registration,
		filing, sanction and permission;
	(b)	determine the terms of the proposed
		New H Shares Issue, including the
		determination of the actual size, issue
		price (including the price range and final
		price), timing, method and target placee(s)
		of the proposed New H Shares Issue, the
		execution, implementation, modification
		and termination of any agreement, contract
		or other documents in relation to the
		exercise of the Specific Mandate to issue
		the New H Shares, making adjustment to
		the use of proceeds of the proposed New
		H Shares Issue, and any other relevant
		matter;

- 14 -

Resolutions		Number of Votes
By way of special resolutions	For	Against Abstention

1. negotiate and enter into subscription agreements with the placees and/or the placing agreement with the placing agent(s) in relation to the proposed New H Shares Issue, and approving any revision or amendments to such agreement(s);
2. deal with all the matters in relation to obtaining all the approvals and permissions from the relevant authorities including but not limited to the CSRC, the Stock Exchange and/or any other relevant PRC and overseas authorities in relation to the proposed New H Shares Issue;
3. depending on the requirements at the time of the issuance, engage and appoint financial advisor, the placing agent(s), PRC and overseas legal advisers and other relevant agencies in relation to the proposed New H Shares Issue and enter into engagement or appointment letters and other relevant legal documents;
4. make appropriate amendments to the terms of the proposed New H Shares Issue in light of the specific circumstances and pursuant to the approval(s) by the relevant regulatory authorities;
5. execute, implement, amend and complete any document and do any act as necessary and appropriate in relation to the proposed New H Shares Issue;

- 15 -

		Resolutions	Number of Votes
		By way of special resolutions	For	Against	Abstention
	(h)	approve the publication of relevant
		announcement(s), circular(s) and notice(s)
		in relation to the proposed New H Shares
		Issue on the website of the Stock Exchange
		and the Company, respectively, and the
		submission of relevant forms, files or other
		documents to the Stock Exchange; and
	(i)	obtain the approval from the Stock
		Exchange for listing of and permission
		to deal in all of the New H Shares to be
		issued and allotted pursuant to the New
		H Shares Issue on the Main Board of the
		Stock Exchange; and
5.	To	consider and approve the Proposed	124,824,847	1,429,000	1,000
	Amendments.	H Shares	H Shares	H Shares
			(98.87%)	(1.13%)	(0.00%)

As at the date of the H Shareholders Class Meeting, the total number of issued H Shares of the Company was 226,913,000. Shareholders holding a total of 226,913,000 H Shares were entitled to attend and vote for or against the special resolutions above at the H Shareholders Class Meeting. There were no Shareholders who were required under the Listing Rules to abstain from voting on any of the special resolutions above at the H Shareholders Class Meeting and there were no Shares entitling the Shareholders to attend and abstain from voting in favour of any of the special resolutions above at the H Shareholders Class Meeting as set out in Rule 13.40 of the Listing Rules and none of the Shareholders has stated their intention in the Circular to vote against or to abstain from voting on any of the special resolutions above at the H Shareholders Class Meeting.

No proposal was put forward at the H Shareholders Class Meeting by any Shareholders holding five (5) per cent or more of the Shares carrying the right to vote at the H Shareholders Class Meeting.

- 16 -

As more than two-thirds of the votes attaching to the H Shares held by the Shareholders present and voting in person or by proxy at the H Shareholders Class Meeting were cast in favour of each of the special resolutions above, all the special resolutions above were duly passed.

By order of the Board

Hainan Meilan International Airport Company Limited*

Wang Zhen

Chairman

Hainan, the PRC

21 February 2020

As at the date of this announcement, the Board comprises of (i) five executive directors, namely Mr. Wang Zhen, Mr. Wang Hong, Mr. Wang Hexin, Mr. Yu Yan and Mr. Xing Zhoujin; (ii) two non-executive directors, namely Mr. Chan Nap Kee, Joseph and Mr. Yan Xiang; and (iii) four independent non-executive directors, namely Mr. Deng Tianlin, Mr. Fung Ching, Simon, Mr. George F Meng and Mr. He Linji.

• For identification purpose only

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