China Evergrande : (1) PAYMENT OF FINAL DIVIDEND, (2) RENEWAL OF GENERAL MANDATES TO ISSUE SHARES AND TO BUY BACK SHARES, (3) RE-ELECTION OF DIRECTORS, AND (4) NOTICE OF ANNUAL GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in China Evergrande Group, you should at once hand this circular, together with the enclosed form of proxy, to the purchaser or transferee or to the bank, licensed securities dealer 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 Evergrande Group

中 國 恒 大 集 團

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 3333)

1. 1. PAYMENT OF FINAL DIVIDEND,
2. RENEWAL OF GENERAL MANDATES TO ISSUE SHARES AND TO BUY BACK SHARES,
3. 1. RE-ELECTIONOF DIRECTORS,

AND

(4) NOTICE OF ANNUAL GENERAL MEETING

A notice convening the annual general meeting of the Company to be held at 11:00 a.m. on Friday, 11 June 2021 at the Island Ballroom C, Level 5, Island Shangri-La Hotel, Pacific Place, Supreme Court Road, Central, Hong Kong is set out at pages 16 to 19 of this circular. A form of proxy for use at the annual general meeting is also enclosed.

Whether or not you intend to attend the annual general meeting, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return it to the Company's Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible and in any event not later than 48 hours before the time appointed for the holding of the annual general meeting or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting in person at the said meeting or any adjourned meeting thereof should you so wish.

12 May 2021

CONTENTS

		Page
Precautionary Measures for the Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	ii
Definitions . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
Letter from the Board . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
Appendix I	- Explanatory Statement for the Proposed Share Buy-back Mandate . .	9
Appendix II	- Details of the Directors to be Re-elected . . . . . . . . . . . . . . . . . . . . . . . . . . .	13
Notice of Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	16

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PRECAUTIONARY MEASURES FOR THE ANNUAL GENERAL MEETING

In light of the COVID-19 pandemic and in compliance with the HKSAR Government's directive on social distancing, personal and environmental hygiene, and the guidelines issued by the Centre for Health Protection of the Department of Health on the prevention of the novel coronavirus, the Company will implement additional precautionary measures at the Annual General Meeting including, without limitation:

1. compulsory body temperature screening - anyone with a body temperature above the reference range quoted by the Department of Health from time to time, or is exhibiting flu-like symptoms may be denied entry into the Annual General Meeting and requested to leave;
2. mandatory use of surgical face masks - no masks will be provided at the Annual General Meeting and attendees should bring their own masks;
3. appropriate distancing and spacing in line with the guidance from the HKSAR Government will be maintained and as such, the Company may limit the number of attendees at the Annual General Meeting as may be necessary to avoid over-crowding; and
4. No refreshments or drinks will be provided to attendees at the Annual General Meeting.

In light of the continuing risks posed by the COVID-19 pandemic, the Company strongly advises Shareholders NOT to attend the Annual General Meeting in person, and recommends Shareholders to appoint the Chairman of the Annual General Meeting as their proxy to vote according to their indicated voting instructions as an alternative to attending the Annual General Meeting in person.

Subject to the development of COVID-19, the Company may implement further changes and precautionary measures and may issue further announcement on such measures as appropriate.

- ii -

DEFINITIONS

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

''Annual General Meeting''	the Annual General Meeting of the Company to be held at the
	Island Ballroom C, Level 5, Island Shangri-La Hotel, Pacific
	Place, Supreme Court Road, Central, Hong Kong, on 11 June
	2021 at 11:00 a.m. or any adjournment thereof;
''Articles''	the articles of association of the Company;
''Board''	the board of Directors;
''Company''	China Evergrande Group (中國恒大集團), a company
	incorporated in the Cayman Islands with limited liability and
	the Shares of which are listed on the Stock Exchange;
''Directors''	the directors of the Company;
''General Mandate''	a general and unconditional mandate to be granted to the
	Directors to allot, issue and otherwise deal with new Shares
	and other securities, representing 20% of the total number of
	Shares in issue as at the date of passing of the relevant
	resolution;
''Group''	the Company and its subsidiaries;
''HK$''	Hong Kong dollar, the lawful currency of Hong Kong;
''Hong Kong''	the Hong Kong Special Administrative Region of the PRC;
''Latest Practicable Date''	6 May 2021, being the latest practicable date prior to the
	printing of this circular for ascertaining certain information
	contained therein;
''Listing Rules''	the Rules Governing the Listing of Securities on the Stock
	Exchange;
''PRC''	the People's Republic of China;
''RMB''	Renminbi, the lawful currency of the PRC;
''SFO''	the Securities and Futures Ordinance (Chapter 571 of the Laws
	of Hong Kong) as amended from time to time;
''Shareholder(s)''	the holder(s) of the Share(s);

- 1 -

DEFINITIONS

''Share(s)''	ordinary shares of US$0.01 each in the share capital of the
	Company;
''Share Buy-back Mandate''	a general and unconditional mandate to the Directors to
	exercise the power of the Company to buy back Shares up to a
	maximum of 10% of the total number of Shares in issue as at
	the date of passing of the relevant resolution;
''Stock Exchange''	The Stock Exchange of Hong Kong Limited;
''Takeovers Code''	the Hong Kong Code on Takeovers and Mergers;
''US$''	United States dollar, the lawful currency of the United States
	of America; and
''%''	per cent.

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