Beijing Enterprises Medical and Health Industry Gr : DISCLOSEABLE TRANSACTION - PURCHASE OF STRUCTURED DEPOSITS

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(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2389)

DISCLOSEABLE TRANSACTION

PURCHASE OF STRUCTURED DEPOSITS

PURCHASE OF STRUCTURED DEPOSITS

On 4 March 2020, Shanghai Chongyuan and Lugang International entered into the Chongyuan Structured Deposits Agreement and the Lugang Structured Deposits Agreement with SPD Bank respectively. Pursuant to the Chongyuan Structured Deposits Agreement, Shanghai Chongyuan agreed to purchase structured deposits of RMB156 million using internal resources. Pursuant to the Lugang Structured Deposits Agreement, Lugang International agreed to purchase structured deposits of RMB30 million using internal resources.

LISTING RULES IMPLICATIONS

As one of the applicable percentage ratios (as calculated under Rule 14.07 of the Listing Rules) in respect of the Chongyuan Structured Deposits Agreement exceeds 5% but all of the applicable percentage ratios are less than 25%, the purchase of structured deposits under the Chongyuan Structured Deposits Agreement as mentioned above constitutes a discloseable transaction of the Company under Chapter 14 of the Listing Rules and is subject to the notification and announcement requirements under the Listing Rules.

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As all of the applicable percentage ratios (as calculated under Rule 14.07 of the Listing Rules) in respect of the Lugang Structured Deposits Agreement are less than 5%, the purchase of structured deposits under the Lugang Structured Deposits Agreement as mentioned above does not constitute a discloseable transaction of the Company under Chapter 14 of the Listing Rules. However, in accordance with Rule 14.22 of the Listing Rules, the transactions under the Chongyuan Structured Deposits Agreement and the Lugang Structured Deposits Agreement should be aggregated given that the counterparty for the transactions is identical, and the product under the transactions is the same with similar nature.

As more than one of the applicable percentage ratios after the aggregation of these transactions exceeds 5% but all of the applicable percentage ratios are less than 25%, the purchase of structured deposits under the Structured Deposits Agreements in aggregate constitutes discloseable transactions of the Company, and the Company is subject to the notification and announcement requirements under the Listing Rules.

BACKGROUND

The Board announced that on 4 March 2020, Shanghai Chongyuan and Lugang International entered into the Chongyuan Structured Deposits Agreement and the Lugang Structured Deposits Agreement (the "Structured Deposits Agreements") with SPD Bank respectively. Pursuant to the Chongyuan Structured Deposits Agreement, Shanghai Chongyuan agreed to purchase structured deposits of RMB156 million using internal resources. Pursuant to the Lugang Structured Deposits Agreement, Lugang International agreed to purchase structured deposits of RMB30 million using internal resources.

THE CHONGYUAN STRUCTURED DEPOSITS AGREEMENT

The principal terms of the Chongyuan Structured Deposits Agreement are set out as follows:

(1)	Date of subscription:	4 March 2020
(2)	Parties:	(i)	SPD Bank
		(ii)	Shanghai Chongyuan

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1. Name of the product:

SPD Bank Li Duo Duo Stable Profit and Fixed Holding Period RMB-denominatedStructured Deposit Company Product JG6003 (30 days)* (上海浦東發展銀行利多多公司穩利固定 持有期 JG6003 期人民幣對公結構性存款(30天))

(4)	Type of return:	Principal-guaranteed with variable return
(5)	Subscription amount:	RMB156 million (equivalent to approximately HK$174.72
		million). The Board believes that the consideration of such
		subscription was determined on the basis of arm's length
		commercial terms.

1. Term of deposits:
2. Product linked and expected annualized rate of return:

From 4 March 2020 (exclusive) to 4 April 2020 (30 days)

1-month USD LIBOR

The product linked will be observed on the second London Working Day before the maturity date of the investment

The expected rate of return will be 3.50% per annum if the pegging indicator is always less than or equal to 5% during the observation period.

The expected rate of return will be 1.15% per annum if the pegging indicator of the product had been higher than 5% during the observation period of the product.

The current 1-month USD LIBOR is approximately 1.35%

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(8)	Principle for calculation	Daily rate of return = annual rate of return/360; 30 days per
	of return and interest:	month and 360 days per year; actual return is calculated based
		on simple interest
(9)	Right of early	The customers have no right of early termination (redemption)
	termination:	for this product
		SPD Bank has the right to early terminate this product
		according to the actual investment situation without further
		notice to the customers, provided that it shall publish an
		information announcement at its business outlets or websites
		or in other means within 2 working days before the date of
		early termination
(10)	Payment of principal	The principal and the return of the investment will be paid on
	and return:	the maturity date of the investment. If the date is a holiday, it
		shall be postponed to the next working day, and the investment
		term shall also be extended accordingly

THE LUGANG STRUCTURED DEPOSITS AGREEMENT

The principal terms of the Lugang Structured Deposits Agreement are set out as follows:

(1)	Date of subscription:	4 March 2020
(2)	Parties:	(i)	SPD Bank
		(ii)	Lugang International

1. Name of the product:

SPD Bank Li Duo Duo Stable Profit and Fixed Holding Period RMB-denominatedStructured Deposit Company Product JG6003 (30 days)* (上海浦東發展銀行利多多公司穩利固定 持有期 JG6003 期人民幣對公結構性存款（30天）)

(4)	Type of return:	Principal-guaranteed with variable return
(5)	Subscription amount:	RMB30 million (equivalent to approximately HK$33.6
		million). The Board believes that the consideration of such
		subscription was determined on the basis of arm's length
		commercial terms.

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(6)	Term of deposits:	From 4 March 2020 (exclusive) to 4 April 2020 (30 days)
(7)	Product linked and	1-month USD LIBOR
	expected annualized
	rate of return:	The product linked will be observed on the second London
		Working Day before the maturity date of the investment
		The expected rate of return will be 3.50% per annum if the
		pegging indicator is always less than or equal to 5% during the
		observation period.
		The expected rate of return will be 1.15% per annum if the
		pegging indicator of the product had been higher than 5%
		during the observation period of the product.
		The current 1-month USD LIBOR is approximately 1.35%
(8)	Principle for calculation	Daily rate of return = annual rate of return/360; 30 days per
	of return and interest:	month and 360 days per year; actual return is calculated based
		on simple interest
(9)	Right of early	The customers have no right of early termination (redemption)
	termination:	for this product
		SPD Bank has the right to early terminate this product
		according to the actual investment situation without further
		notice to the customers, provided that it shall publish an
		information announcement at its business outlets or websites
		or in other means within 2 working days before the date of
		early termination
(10)	Payment of principal	The principal and the return of the investment will be paid on
	and return:	the maturity date of the investment. If the date is a holiday, it
		shall be postponed to the next working day, and the investment
		term shall also be extended accordingly

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INFORMATION ON THE PARTIES

The Company is an investment holding company and the Group is principally engaged in provision of medical care, health care and geriatric care related services and products.

Shanghai Chongyuan is a wholly-owned subsidiary of the Company and is principally engaged in investment holding.

Lugang International is a non-wholly owned subsidiary of the Company and is principally engaged in property development.

SPD Bank is a licensed bank in the PRC and a joint stock company established under the laws of the PRC, which provides corporate and personal banking business, treasury business, finance leasing, asset management and other financial services in the PRC. Its shares are listed on the Shanghai Stock Exchange (stock code: 600000). To the best of the Directors' knowledge, information and belief, SPD Bank and its ultimate beneficial owners are parties independent of the Company and its connected persons.

REASONS FOR AND BENEFITS OF THE PURCHASE OF STRUCTURED DEPOSITS

The reasonable and efficient use of temporary idle funds will enhance the overall capital gain of the Company, which is consistent with the core objectives of the Company to ensure capital safety and liquidity. The impact of risk factors on the expected rates of return of the Structured Deposits Agreements is low, but the Group could get a higher return as compared with fixed term deposits in commercial banks in the PRC.

The Directors consider that the terms of the Wealth Management Agreement and the transactions contemplated thereunder are fair and reasonable, on normal commercial terms or better and in the ordinary course of business of the Group, and are in the interests of the Company and its shareholders as a whole.

LISTING RULES IMPLICATIONS

As one of the applicable percentage ratios (as calculated under Rule 14.07 of the Listing Rules) in respect of the Chongyuan Structured Deposits Agreement exceeds 5% but all of the applicable percentage ratios are less than 25%, the purchase of structured deposits under the Chongyuan Structured Deposits Agreement as mentioned above constitutes a discloseable transaction of the Company under Chapter 14 of the Listing Rules and is subject to the notification and announcement requirements under the Listing Rules.

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As all of the applicable percentage ratios (as calculated under Rule 14.07 of the Listing Rules) in respect of the Lugang Structured Deposits Agreement are less than 5%, the purchase of structured deposits under the Lugang Structured Deposits Agreement as mentioned above does not constitute a discloseable transaction of the Company under Chapter 14 of the Listing Rules. However, in accordance with Rule 14.22 of the Listing Rules, the transactions under the Chongyuan Structured Deposits Agreement and the Lugang Structured Deposits Agreement should be aggregated given that the counterparty for the transactions is identical, and the product under the transactions is the same with similar nature.

As more than one of the applicable percentage ratios after the aggregation of these transactions exceeds 5% but all of the applicable percentage ratios are less than 25%, the purchase of structured deposits under the Structured Deposits Agreements in aggregate constitutes discloseable transactions of the Company, and the Company is subject to the notification and announcement requirements under the Listing Rules.

DEFINITIONS

Unless the context otherwise requires, the following terms used herein have the following meanings:

"1-month USD LIBOR"	an indicative average interest rate at which a selection of
	banks in London are prepared to lend to one another in US
	dollars with a maturity of one month
"Board"	the board of Directors
"Chongyuan Structured	the structured deposits agreement entered into between
Deposits Agreement"	Shanghai Chongyuan and SPD Bank dated 4 March 2020 in
	relation to the purchase of structured deposits
"Company"	Beijing Enterprises Medical and Health Industry Group
	Limited 北控醫療健康產業集團有限公司, a company
	incorporated in Cayman Islands with limited liability and
	the shares of which are listed on the Main Board of the Stock
	Exchange (stock code: 2389)
"connected person"	has the meaning ascribed to it in the Listing Rules

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"Directors"	the director(s) of the Company
"Group"	the Company and its subsidiaries from time to time
"HK$"	Hong Kong dollar, the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the
	People's Republic of China
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock
	Exchange
"London Working Day(s)"	a day on which licensed banks are generally open for
	business in London throughout their normal business hours
"Lugang International"	Beijing Lugang International Logistic Co., Ltd.* (北京陸港
	國際物流有限公司), a company established in the PRC with
	limited liability and is a non-wholly owned subsidiary of the
	Company
"Lugang Structured Deposits	the structured deposits agreement entered into between
Agreement"	Lugang International and SPD Bank dated 4 March 2020 in
	relation to the purchase of structured deposits
"PRC"	the People's Republic of China, and for the purpose of this
	announcement only, excluding Hong Kong Special
	Administrative Region, the Macau Special Administrative
	Region and Taiwan
"RMB"	Renminbi, the lawful currency of the PRC
"Shanghai Chongyuan"	Shanghai Chongyuan Investment Management Company
	Limited* (上海翀遠投資管理有限公司), a company
	established in the PRC with limited liability and is a
	wholly-owned subsidiary of the Company
"Shareholder(s)"	shareholder(s) of the Company

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"SPD Bank"	Shanghai Pudong Development Bank Co., Ltd., a joint stock
	company incorporated in the PRC with limited liability and
	a licensed bank in the PRC. Its shares are listed on the
	Shanghai Stock Exchange (stock code: 600000)
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"%"	per cent.
	By Order of the Board
	Beijing Enterprises Medical and Health
	Industry Group Limited
	Zhu Shi Xing
	Chairman
Hong Kong, 4 March 2020

As at the date of this announcement, the Board comprises seven executive Directors, namely Mr. Zhu Shi Xing, Mr. Liu Xue Heng, Mr. Gu Shan Chao, Mr. Siu Kin Wai, Mr. Hu Shiang Chi, Mr. Wang Zheng Chun and Mr. Zhang Jing Ming and five independent non-executive Directors, namely Mr. Robert Winslow Koepp, Mr. Gary Zhao, Mr. Tse Man Kit, Keith, Mr. Wu Yong Xin and Mr. Zhang Yun Zhou.

• For identification purpose only

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