THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt about any aspects of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer, bank manager, solicitor, professional accountant or other professional advisers.

If you have sold or transferred all your shares in China Huarong Asset Management Co., Ltd., you should at once hand this circular with the accompanying supplemental proxy form to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

China Huarong Asset Management Co., Ltd.

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

(Stock Code: 2799)

ELECTION OF MR. ZHENG JIANGPING

AS A NON-EXECUTIVE DIRECTOR

AND

SUPPLEMENTAL NOTICE OF THE FIRST EGM OF 2020

This supplemental circular (the "Supplemental Circular") shall be read in conjunction with the circular of the First EGM of 2020, dated 13 January 2020 (the "First Circular").

The First EGM of 2020 of the Company is to be held at 9:00 a.m. on Wednesday, 25 March 2020 at Conference Room 1221, No. 8 Financial Street, Xicheng District, Beijing, the PRC. Notice is set out in the First Circular, which was supplemented by the announcement on the postponement of the First EGM of 2020 and extension of book closure period for H Share registrar dated 21 February 2020, with the purpose of postponement of the First EGM of 2020 to 9:00 a.m. on Wednesday, 25 March 2020. The supplemental notice of the First EGM of 2020 dated 10 March 2020 is set out in this Supplemental Circular. The Election of Mr. Zheng Jiangping as a Non-executive Director as set out in this Supplemental Circular will be submitted to the First EGM of 2020 for consideration. The supplemental proxy form for the First EGM of 2020 (the "Supplemental Proxy Form") is enclosed in this Supplemental Circular and is published on the website of the Hong Kong Stock Exchange (www.hkexnews.hk).

If you wish to appoint a proxy to attend the First EGM of 2020 on your behalf, you are required to complete and return the accompanying Supplemental Proxy Form in accordance with the instructions printed thereon no later than 24 hours before the time scheduled for holding the First EGM of 2020 (i.e. before 9:00 a.m. on Tuesday, 24 March 2020) or any adjournment thereof (as the case may be). Completion and return of the Supplemental Proxy Form will not preclude you from attending and voting in person at the First EGM of 2020 or at any adjournment thereof should you so wish. The proxy form enclosed in the First Circular (the "First Proxy Form") that has been returned to the H Share registrar of the Company will remain valid and effective to the extent applicable if correctly completed.

Unless otherwise indicated, capitalised terms used herein shall have the same meanings as those defined in the First Circular.

10 March 2020

CONTENTS

Page

DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1

LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . .

2

Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2

Matters to be Considered at the First EGM of 2020 . . . . . . . . . . . . . . . . . .

3

First EGM of 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3

Recommendation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4

Responsibility Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4

APPENDIX I  MATTERS TO BE CONSIDERED AT THE FIRST EGM OF 2020 . . . . .

5

SUPPLEMENTAL NOTICE OF THE FIRST EGM OF 2020 . . . . . . . . . . . . . . .

6

- i -

DEFINITIONS

In this Supplemental Circular, unless the context otherwise requires, the following expressions have the following meanings:

"Articles of Association"

Articles of Association of China Huarong Asset Management Co., Ltd., as

amended from time to time

"Board"

the board of directors of the Company

"CBIRC"

China Banking and Insurance Regulatory Commission

"Company"

China Huarong Asset Management Co., Ltd., a joint stock limited liability

company incorporated in the PRC, the H Shares of which are listed on the

Main Board of the Hong Kong Stock Exchange

"Director(s)"

the director(s) of the Company

"Domestic Share(s)"

ordinary shares in the share capital of the Company with a nominal value of

RMB1.00 each, which are subscribed for or credited as fully paid in RMB

"Domestic Shareholder(s)"

the holder(s) of Domestic Shares

"H Share(s)"

ordinary shares in the share capital of the Company with a nominal value of

RMB1.00 each, which are subscribed for and traded in HK$ and listed on the

Main Board of Hong Kong Stock Exchange

"H Shareholder(s)"

the holder(s) of H Shares

"HK$"

the lawful currency of Hong Kong

"Hong Kong"

the Hong Kong Special Administrative Region of the People's Republic of China

"Hong Kong

The Stock Exchange of Hong Kong Limited

  Stock Exchange"

"Listing Rules"

the Rules Governing the Listing of Securities on The Stock Exchange of

Hong Kong Limited, as amended from time to time

"MOF"

the Ministry of Finance of the PRC

"PRC" or "China"

the People's Republic of China, for the purposes of this Supplemental

Circular, excluding Hong Kong, Macau Special Administrative Region of the

People's Republic of China and Taiwan

"RMB"

the lawful currency of the PRC

"First EGM of 2020"

the first extraordinary general meeting of Shareholders for 2020 to be held

by the Company at 9:00 a.m. on Wednesday, 25 March 2020 at Conference

Room 1221, No. 8 Financial Street, Xicheng District, Beijing, the PRC

"Share(s)"

the share(s) of the Company, including Domestic Shares and H Shares

"Shareholder(s)"

holder(s) of Shares of the Company

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LETTER FROM THE BOARD

China Huarong Asset Management Co., Ltd.

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

(Stock Code: 2799)

Executive Directors:

Registered office:

Mr. Wang Zhanfeng (Chairman)

No. 8 Financial Street, Xicheng District

Ms. Li Xin (President)

Beijing

the PRC

Non-executive Director:

Mr. Zhou Langlang

Principal place of business in Hong Kong:

40/F, Sunlight Tower

Independent Non-executive Directors:

248 Queen's Road East

Mr. Tse Hau Yin

Wanchai, Hong Kong

Mr. Liu Junmin

Mr. Shao Jingchun

Mr. Zhu Ning

10 March 2020

To the Shareholders,

Dear Sir or Madam,

ELECTION OF MR. ZHENG JIANGPING

AS A NON-EXECUTIVE DIRECTOR

AND

SUPPLEMENTAL NOTICE OF THE FIRST EGM OF 2020

1. INTRODUCTION

References are made to the circular dated 13 January 2020 of the Company in respect of the First EGM of 2020 and the announcement on the postponement of the First EGM of 2020 and extension of book closure period for H Share registrar dated 21 February 2020 of the Company. The First EGM of 2020 is to be held at 9:00 a.m. on Wednesday, 25 March 2020 at Conference Room 1221, No. 8 Financial Street, Xicheng District, Beijing, the PRC. Reference is made to the announcement on proposed appointment of non-executive Director of the Company dated 3 March 2020, stating that the Board received a written notice from the MOF, the Shareholder, proposing the resolution on Election of Mr. Zheng Jiangping as a Non-executive Director at the First EGM of 2020 for consideration of Shareholders. The form of and procedures for proposing the additional resolution are in compliance with requirements of relevant applicable laws and regulations and the Articles of Association. The purpose of this Supplemental Circular is to provide you with the information regarding the supplemental resolution to be proposed at the First EGM of 2020 to enable you to make an informed decision on whether to vote for or against the supplemental resolution at the First EGM of 2020.

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LETTER FROM THE BOARD

2. MATTERS TO BE CONSIDERED AT THE FIRST EGM OF 2020

The supplemental resolution to be proposed at the First EGM of 2020 for consideration and approval by Shareholders is the Election of Mr. Zheng Jiangping as a Non-executive Director (the "Supplemental Resolution"). The Supplemental Resolution is to be approved by the Shareholders by way of an ordinary resolution at the First EGM of 2020.

From the date on which Ms. Zhao Jiangping and Mr. Zheng Jiangping as non-executive Directors of the Company are considered and approved at the First EGM of 2020, the Board of the Company comprises nine Directors, i.e. Mr. Wang Zhanfeng, Ms. Li Xin, Ms. Zhao Jiangping, Mr. Zheng Jiangping, Mr. Zhou Langlang, Mr. TSE Hau Yin, Mr. Liu Junmin, Mr. Shao Jingchun and Mr. Zhu Ning. In particular, the term of office of each of Ms. Zhao Jiangping and Mr. Zheng Jiangping shall become effective from the date upon the consideration and approval by the general meeting of Shareholders and upon approval for their directorship qualifications by the CBIRC (whichever is the later).

Details of the above matters to be considered at the First EGM of 2020 are set out in the supplemental notice of the First EGM of 2020 on pages 6 to 7 in this Supplemental Circular. In order to enable you to have a better understanding of the Supplemental Resolution to be proposed at the First EGM of 2020 and to make well-informed decisions, we have provided detailed information regarding the matters to be supplementarily considered at the First EGM of 2020 in this Supplemental Circular (see Appendix I).

3. FIRST EGM OF 2020

Supplemental Proxy Form in respect of the Supplemental Resolution is enclosed in this Supplemental Circular. The First Proxy Form enclosed in the First Circular that has been returned to the H Share registrar of the Company will remain valid and applicable to the permissible extent if correctly completed. The Supplemental Proxy Form will not affect the validity of any proxy form duly completed and returned by you in respect of the resolutions set out in the Notice of the First EGM of 2020 dated 13 January 2020 (the "First Notice of the First EGM of 2020"). If you have validly appointed a proxy to attend and act for you at the First EGM of 2020 but do not duly complete and return the Supplemental Proxy Form, your proxy will be entitled to vote at discretion on your behalf on the Supplemental Resolution set out in the Supplemental Notice of the First EGM of 2020 dated 10 March 2020 (the "Supplemental Notice of the First EGM of 2020"). If you do not duly complete and return the First Proxy Form for the First EGM of 2020 but have duly completed and returned the Supplemental Proxy Form and validly appointed a proxy to attend and act for you at the First EGM of 2020, your proxy will be entitled to vote at discretion on your behalf on the resolutions set out in the First Notice of the First EGM of 2020.

Please refer to the First Notice of the First EGM of 2020, the First Circular and the announcement on the postponement of the First EGM of 2020 and extension of book closure period for H Share registrar dated 21 February 2020 of the Company for details of other resolutions to be submitted to the First EGM of 2020 for consideration, eligibility for attending, proxy, registration procedures, closure of register of members and other matters.

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LETTER FROM THE BOARD

4. RECOMMENDATION

The Directors consider that the Supplemental Resolution set out in the Supplemental Notice of the First EGM of 2020 for consideration and approval by Shareholders is in the interests of the Company and the Shareholders as a whole. Accordingly, the Directors recommend the Shareholders to vote in favor of the Supplemental Resolution to be proposed at the First EGM of 2020.

5. RESPONSIBILITY STATEMENT

This Supplemental Circular includes particulars given in compliance with the Listing Rules for the purpose of giving information with regards to the Company. The Directors will collectively and individually assume full responsibility for the accuracy of the information contained in this Supplemental Circular and confirm, having made all reasonable enquiries, that to the best of their knowledge and belief, there are no other facts the omission of which would make this Supplemental Circular or any statement herein misleading.

By Order of the Board

China Huarong Asset Management Co., Ltd.

WANG Zhanfeng

Chairman

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APPENDIX I

MATTERS TO BE CONSIDERED AT THE FIRST EGM OF 2020

  1. TO CONSIDER AND APPROVE THE ELECTION OF MR. ZHENG JIANGPING AS A NON-EXECUTIVE DIRECTOR

Reference is made to the Company's announcement regarding the proposed appointment of non- executive Director dated 3 March 2020. The MOF, the Shareholder of the Company, has submitted to the Board a provisional proposal on the proposed election of Mr. Zheng Jiangping as a non-executive Director at the First EGM of 2020 and the proposal is hereby submitted to the EGM for consideration and approval.

The biographical details of Mr. Zheng are set out below:

Mr. Zheng Jiangping (鄭江平), born in September 1964, is a member of the Communist Party of China, graduated from the public finance of the Department of Finance of Xiamen University with a doctorate in economics , is a representative of the 15th People's Congress of Beijing, a lawyer and a tax

accountant. Mr. Zheng started his career at Collection and Management Department of Sichuan Provincial Tax Service (四川省稅務局徵管處) in July 1987; successively serving as an officer, staff member, deputy

chief staff member, and chief of the Foreign Taxation Department of Sichuan Provincial Tax Service (四 川省稅務局涉外稅處) from September 1988 to October 1994; successively serving as secretary (deputy

director level) of the party group, deputy director and director of the office of Sichuan Provincial Taxation Service (四川省國稅局) from October 1994 to November 2000. Mr. Zheng successively served as deputy

party group secretary, director, party group secretary of Mianyang Tax Service in Sichuan Province (四 川省綿陽市國稅局) from November 2000 to April 2003; a party group's member and deputy director of Chengdu Tax Service (成都市國稅局) from April 2003 to January 2006; a party group's member and deputy director of Sichuan Provincial Taxation Service (四川省國稅局) from January 2006 to September

2012; successively serving as deputy director of the General Office of the State Taxation Administration (level of deputy director general), executive deputy secretary of the Party Committee (level of director), deputy director general of the personnel department and director of the office of Party building from September 2012 to September 2019. He has been an executive deputy secretary of the Party Committee of the State Taxation Administration (level of director), deputy director (undersecretary) of personnel department (organization department of Party Committee) and director of the office of Party building since September 2019.

Save as disclosed above, Mr. Zheng has confirmed that he: (i) does not have any relationship with any of the directors, supervisors, senior management, substantial shareholders or controlling shareholders of the Company; (ii) does not have any interest in any shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong); (iii) is not in possession of any information that is required to be disclosed pursuant to Rule 13.51(2)(h) to Rule 13.51(2)(v) of the Listing Rules, nor is he involved or has been involved in any activity that shall be disclosed pursuant to Rule 13.51(2)(h) to Rule 13.51(2)(v) of the Listing Rules; (iv) did not hold any directorship in any other listed company or hold any position in any members of the Group in the last three years; and (v) has no other issue that shall be brought to the attention of the shareholders of the Company.

If Mr. Zheng is appointed as a non-executive Director, his appointment shall become effective from the date upon the consideration and approval at the EGM and upon approval by the CBIRC of his directorship qualification (whichever is the later), and he shall hold office until the election of the next session of the Board. The remuneration of Mr. Zheng as a non-executive Director shall follow the relevant regulations and the remuneration plan will be submitted to the general meeting of Shareholders of the Company for consideration, approval and implementation after being considered according to relevant procedures. The details of remuneration of Directors are available in the Company's annual report.

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SUPPLEMENTAL NOTICE OF THE FIRST EGM OF 2020

China Huarong Asset Management Co., Ltd.

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

(Stock Code: 2799)

SUPPLEMENTAL NOTICE OF THE FIRST EGM OF 2020

References are made to the notice of the first extraordinary general meeting of Shareholders for

2020 (the "First Notice of the First EGM of 2020") and the circular of the first extraordinary general meeting of Shareholders for 2020 (the "First Circular") dated 13 January 2020 of China Huarong Asset Management Co., Ltd. (the "Company") and the announcement on the postponement of the first extraordinary general meeting of Shareholders for 2020 and extension of book closure period for H Share registrar dated 21 February 2020 of the Company, in which the time and venue of the first extraordinary general meeting of Shareholders for 2020 (the "First EGM of 2020") of the Company and resolutions to be submitted at the meeting for Shareholders' consideration were set out.

SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the First EGM of 2020 will be held as originally scheduled at Conference Room 1221, No. 8 Financial Street, Xicheng District, Beijing, the PRC at 9:00 a.m. on Wednesday, 25 March 2020, for considering and, if thought fit, passing the following resolution in addition to the resolutions set out in the First Notice of the First EGM of 2020:

ORDINARY RESOLUTION

5. To consider and approve the election of Mr. Zheng Jiangping as a non-executive Director.

Please refer to the supplemental circular of the First EGM of 2020 dated 10 March 2020 (the "Supplemental Circular") for details of the above-mentioned resolution. Please read it in conjunction with the First Circular.

By Order of the Board

China Huarong Asset Management Co., Ltd.

WANG Zhanfeng

Chairman

Beijing, the PRC

10 March 2020

As at the date of this notice, the Board comprises Mr. WANG Zhanfeng and Ms. LI Xin as executive directors of the Company; Mr. ZHOU Langlang as a non-executive director of the Company; Mr. TSE Hau Yin, Mr. LIU Junmin, Mr. SHAO Jingchun and Mr. ZHU Ning as independent non-executive directors of the Company.

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SUPPLEMENTAL NOTICE OF THE FIRST EGM OF 2020

Notes:

  1. The register of members of the Company shall be closed from Tuesday, 28 January 2020 to Wednesday, 25 March 2020 (both days inclusive). H Shareholders and Domestic Shareholders whose names appear on the register of members of the Company at the close of business on Friday, 24 January 2020 will be entitled to attend and vote at the First EGM of 2020. H Shareholders who wish to attend and vote at the First EGM of 2020 shall deposit the share certificates together with the transfer documents with the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, no later than 4:30 p.m. on Friday, 24 January 2020.
  2. The supplemental proxy form (the "Supplemental Proxy Form") concerning the resolution set forth in this supplemental notice is enclosed in the Supplemental Circular. The proxy form enclosed in the First Circular (the "First Proxy Form") that has been returned to the H Share registrar of the Company will remain valid and applicable to the permissible extent applicable if correctly completed. The Supplemental Proxy Form will not affect the validity of any proxy form duly completed and delivered by you in respect of the resolutions set out in the First Notice of the First EGM of 2020. If you have validly appointed a proxy to attend and act for you at the First EGM of 2020 but do not duly complete and deliver the Supplemental Proxy Form, your proxy will be entitled to vote at the discretion on the ordinary resolution (5) set out in this notice. If you do not duly complete and deliver the First Proxy Form but have duly completed and delivered the Supplemental Proxy Form and validly appointed a proxy to attend and act for you at the First EGM of 2020, your proxy will be entitled to vote at the discretion on the resolutions set out in the First Notice of the First EGM of 2020.
  3. A Shareholder entitled to attend and vote at the First EGM of 2020 may appoint one or more proxies to attend and vote on his/her behalf. A proxy needs not to be a Shareholder, but he/she must attend the First EGM of 2020 in person to represent the relevant Shareholder.
  4. The instrument appointing a proxy must be in writing under the hand of a Shareholder or his/her attorney duly authorized in writing. If the Shareholder is a corporation, that instrument must be executed either under its common seal or under the hand of its legal representative, Director(s) or duly authorized attorney. If that instrument is signed by an attorney of the Shareholder, the power of attorney authorizing that attorney to sign or other authorization document must be notarized.
  5. In order to be valid, the proxy form, the notarized power of attorney or other authorization document (if any) must be delivered to the Board office of the Company at No. 8 Financial Street, Xicheng District, Beijing, the PRC for Domestic Shareholders and to the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong for H Shareholders no later than 24 hours before the time appointed for the holding of the First EGM of 2020 (i.e. before 9:00 a.m. on Tuesday, 24 March 2020) or any adjournment thereof (as the case may be). Completion and return of a proxy form will not preclude a Shareholder from attending and voting in person at the First EGM of 2020 or any adjournment thereof if he/she so wishes.
  6. Pursuant to the Articles of Association, any vote of Shareholders at a general meeting must be taken by poll. As such, the resolution set out in the Supplemental Notice of the First EGM of 2020 will be voted on by poll.
  7. The First EGM of 2020 is expected to last for half a day. Shareholders (in person or by proxy) attending the First EGM of 2020 are responsible for their own transportation and accommodation expenses. Shareholders or their proxies attending the First EGM of 2020 shall produce their identity documents.
  8. In the case of joint Shareholders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint Shareholder(s), and for this purpose, seniority will be determined by the order in which the names stand on the register of members in respect of the relevant joint Shareholders.

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China Huarong Asset Management Co. Ltd. published this content on 09 March 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 March 2020 10:12:08 UTC