China Merchants Securities : RESULTS OF THE H SHARE RIGHTS ISSUE OF 294,120,354 H SHARES ON THE BASIS OF THREE (3) H RIGHTS SHARES FOR EVERY TEN (10) EXISTING H SHARES AT HK$8.185 PER H RIGHTS SHARE PAYABLE IN FULL ON ACCEPTANCE

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.

This announcement is for information purpose only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of the Company.

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

(Stock Code: 6099)

RESULTS OF THE H SHARE RIGHTS ISSUE OF 294,120,354

H SHARES ON THE BASIS OF THREE (3) H RIGHTS SHARES FOR

EVERY TEN (10) EXISTING H SHARES AT HK$8.185 PER H RIGHTS SHARE PAYABLE IN FULL ON ACCEPTANCE

Sole Financial Adviser to the Company

Joint Global Coordinators

Underwriters of the H Share Rights Issue

References are made to the prospectus (the "H Share Rights Issue Prospectus") of China Merchants Securities Co., Ltd. (the "Company") dated July 28, 2020, in relation to, among other things, the H share rights issue of the Company (the "H Share Rights Issue") and the supplemental announcement (the "Announcement") of the Company dated August 11, 2020. Unless otherwise defined herein, capitalised terms and expressions used in this announcement shall have the same meaning as those defined in the H Share Rights Issue Prospectus and the Announcement.

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RESULTS OF THE H SHARE RIGHTS ISSUE

The Board is pleased to announce that all conditions set out in the Underwriting Agreement (as amended and supplemented by the Supplemental Underwriting Agreement) have been fulfilled and the H Share Rights Issue became unconditional at 5:00 p.m. on Wednesday, August 12, 2020.

As at 4:00 p.m. on Tuesday, August 11, 2020, being the latest time for acceptance of and payment for H Rights Shares and application and payment for excess H Rights Shares, a total of 720 valid acceptances and applications had been received for a total of 1,241,702,255 H Rights Shares, which comprise:

1. a total of 356 valid acceptances of provisionally allotments under the Provisional Allotment Letters in respect of 285,292,771 H Rights Shares, representing approximately 97.00% of the total number of the H Rights Shares available under the H Share Rights Issue; and
2. a total of 364 valid applications for excess H Rights Shares under the Excess Application Forms in respect of 956,409,484 H Rights Shares, representing approximately 325.18% of the total number of the H Rights Shares available under the H Share Rights Issue.

In aggregate, the valid acceptances and applications represented approximately 422.17% of the total number of 294,120,354 H Rights Shares available under the H Share Rights Issue.

Pursuant to the undertakings made by Best Winner and China COSCO, Best Winner and China COSCO has respectively subscribed for 20,311,920 H Rights Shares and 47,953,320 H Rights Shares provisionally allotted to it. Best Winner has also made applications for excess H Rights Shares under the Excess Application Form in respect of 111,539,944 H Rights Shares.

Based on the above subscription results, the H Rights Shares were over-subscribed by 947,581,901 H Rights Shares, representing approximately 322.17% of the total number of the H Rights Shares available under the H Share Rights Issue.

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EXCESS APPLICATIONS

As set out in the H Share Rights Issue Prospectus, the Board will allocate the excess H Rights Shares at its sole and absolute discretion on a fair and equitable basis but will give preference to topping-up odd lots to whole board lots. The remaining excess H Rights Shares (if preference will be given) or all excess H Rights Shares (if no preference will be given) will be allocated to Qualified H Shareholders (other than the PRC Southbound Trading Investors) who have applied for excess H Rights Shares on a pro rata basis with reference to their number of excess H Rights Shares applied for and with board lot allocations to be made on a best effort basis. Pursuant to Rule 7.21(3)(b) of the Hong Kong Listing Rules, the Company will also take steps to identify the applications for excess H Rights Shares made by any controlling shareholder and its associates (together, the "Relevant Shareholders"), whether in their own names or through nominees. The Company shall disregard the Relevant Shareholders' applications for excess H Rights Shares to the extent that the total number of excess H Rights Shares they have applied for exceeds a maximum number equivalent to the total number of H Rights Shares offered under the H Share Rights Issue minus the number of H Rights Shares taken up by the Relevant Shareholders under their assured entitlement to the H Rights Shares.

Given the valid acceptances of provisional allotments under the Provisional Allotment Letters mentioned above, 8,827,583 H Rights Shares, representing approximately 3.00% of the total number of H Rights Shares available under the H Share Rights Issue, were available for subscription under the Excess Application Forms.

Such number of excess H Rights Shares was insufficient to satisfy all valid applications for a total number of 956,409,484 excess H Rights Shares under the Excess Application Forms. In view of the over-subscription of the H Rights Shares, the Board has resolved to allocate the 8,827,583 H Rights Shares to those Qualified H Shareholders who applied for excess H Rights Shares on a pro rata basis of approximately 0.92% with reference to their number of excess H Rights Shares applied for under each application and with board lot allocations to be made on a best effort basis. The Board is of the opinion that the above basis of allotment is fair and reasonable to the Qualified H Shareholders who have applied for excess H Rights Shares under each application.

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UNDERWRITING AGREEMENT

As all the conditions set out in the Underwriting Agreement (as amended and supplemented by the Supplemental Underwriting Agreement) have been fulfilled and the Underwriting Agreement (as amended and supplemented by the Supplemental Underwriting Agreement) was not terminated by the Joint Global Coordinators (on behalf of the Underwriters) prior to the Latest Time for Termination of the Underwriting Agreement (as amended and supplemented by the Supplemental Underwriting Agreement), the Underwriting Agreement (as amended and supplemented by the Supplemental Underwriting Agreement) became unconditional at 5:00 p.m. on Wednesday, August 12, 2020. As the H Rights Shares were over-subscribed, the Underwriters' obligations under the Underwriting Agreement have been fully discharged.

SHAREHOLDING STRUCTURE OF THE COMPANY

To the best knowledge of the Directors, the shareholding structure of the Company immediately before the commencement and immediately after the completion of the Rights Issue will be as follows:

				Immediately after the completion
Name of Shareholder	Class of Shares	Before the Rights issue	of the Rights Issue
			Approximate		Approximate
			percentage of the		percentage of the
		Number of	total number of	Number of	total number of
		Shares	Shares	Shares	Shares
China Merchants Group	A Shares	2,886,027,221	43.08%	3,751,835,387	43.14%
	H Shares	67,706,400	1.01%	89,042,607	1.02%
China COSCO	A Shares	510,336,550	7.62%	663,437,515	7.63%
	H Shares	159,844,400	2.39%	207,797,720	2.39%
PICC Life Insurance Company	H Shares	333,300,000	4.98%*	433,290,000	4.98%*
Limited

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							Immediately after the completion
Name of Shareholder	Class of Shares		Before the Rights issue	of the Rights Issue
					Approximate			Approximate
					percentage of the			percentage of the
			Number of	total number of	Number of	total number of
			Shares	Shares	Shares	Shares
Other Public Shareholders	A Shares	2,282,623,598	34.07%*	2,954,705,989	33.98%*
	H Shares	419,550,380	6.26%*	544,391,207	6.26%*
Others
Employee Stoc Ownership Scheme	A Shares	40,020,780	0.60%*	52,026,381	0.60%*
Public float	A Shares	2,322,644,378	34.67%	3,006,732,370	34.57%
	H Shares	752,850,380	11.24%	977,681,207	11.24%
Total public float		3,075,494,758	45.91%	3,984,413,577	45.82%
Total	A Shares	5,719,008,149	85.37%	7,422,005,272	85.34%
	H Shares	980,401,180	14.63%	1,274,521,534	14.66%
	Total	6,699,409,329	100.00%	8,696,526,806	100.00%

Note: the shareholding marked with * represents the Shares held by the public.

DESPATCH OF H SHARE CERTIFICATES AND REFUND CHEQUES

It is expected that the share certificates for the H Rights Shares, in their fully-paid form, and the refund cheques in respect of wholly or partially unsuccessful applications for the excess H Rights Shares (without interest) will be despatched by ordinary post or courier to the allottees, at their own risk, to their registered addresses by the H Share Registrar on or about Wednesday, August 19, 2020.

COMMENCEMENT OF DEALINGS IN FULLY-PAID H RIGHTS SHARES

Approval has been granted by the Stock Exchange for the listing of, and permission to deal in, the H Share Rights Issue. Dealings in the H Rights Shares, in their fully-paid form, are expected to commence on the Stock Exchange at 9:00 a.m. on Thursday, August 20, 2020.

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GENERAL

The aggregate gross proceeds raised under the A Share Rights Issue and the H Share Rights Issue were approximately HK$16.35 billion (equivalent to approximately RMB14.90 billion) (comprised of approximately RMB12.70 billion (equivalent to approximately HK$13.94 billion) for the A Share Rights Issue and approximately HK$2.41 billion (equivalent to approximately RMB2.19 billion) for the H Share Rights Issue). The expenses in connection with the A Share Rights Issue and the H Share Rights Issue (including but not limited to the underwriting commission, printing, registration, legal, accounting and information disclosure fees) amounted to approximately RMB20.96 million (equivalent to approximately HK$23.00 million) (excluded of value-added tax) and RMB55.97 million (equivalent to approximately HK$61.41 million). All subscription moneys for the Rights Shares have been received by the Company as at August 12, 2020.

By order of the Board

China Merchants Securities Co., Ltd.

HUO Da

Chairman

Shenzhen, the PRC

August 18, 2020

As at the date of this announcement, the executive Directors are Mr. HUO Da and Mr. XIONG Jiantao; the non-executive Directors are Ms. SU Min, Mr. SU Jian, Mr. XIONG Xianliang, Ms. PENG Lei, Mr. GAO Hong, Mr. HUANG Jian, Mr. WANG Daxiong and Mr. WANG Wen; and the independent non-executive Directors are Mr. XIANG Hua, Mr. XIAO Houfa, Mr. XIONG Wei, Mr. HU Honggao and Mr. WONG Ti.

The exchange rate adopted in this announcement for illustration purpose only is at the rate of RMB1 to HK$1.0972. No representation is made that any amounts in RMB could have been or could be converted at that rate or at any other rates.

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