Gemdale : ANNOUNCEMENT ON THEIMPLEMENTATION OF THE 2016 PROFIT DISTRIBUTION

Stock Code: 600383 Stock Abbreviation: GEMDALE CORPORATION Announcement No.: 2017-021‌‌

金地（集团）股份有限公司 科 学 筑 家

ANNOUNCEMENT ON THE IMPLEMENTATION OF THE 2015 PROFIT DISTRIBUTION

The Board of Directors of the Company and all directors hereby warrant that there are no false representations, misleading statements or material omission in this announcement, and they individually and collectively accept full responsibility for the truthfulness, accuracy and completeness of the contents contained herein.

Important Notice:

• Distribution ratio per share:

  The cash dividend per A share before tax amounting to RMB 0.70

• Related Dates:

  Share Type	Record date	Last transaction date	Ex-dividend date	Cash dividend payment date
  A Share	2017/6/2	－	2017/6/5	2017/6/5

• Differentiated dividend:Nil

1. THE SESSION AND TIME OF GENERAL MEETING FOR APPROVING THE PROFIT DISTRIBUTION PLAN

   The 2016 Profit Distribution Plan of Gemdale Corporation (the "Company") was considered and approved at the Company's annual general meeting for 2016 held on 21 April 2017.

2. THE PROFIT DISTRIBUTION PLAN

3. Year of distribution: 2016

4. Persons entitled to the distribution: All shareholders of the Company who are registered in the register of members of the Company maintained by China Securities

   Depository and Clearing Corporation Limited Shanghai Branch, after the close of the afternoon session of the Shanghai Stock Exchange on record day.‌

5. The implementation of distribution: The distribution is based on 4,513,631,772 shares and a cash dividend of RMB 0.70 per share (including tax) will be distributed to all shareholders. Total amounts of dividends to be distributed will be RMB 3,159,542,240.40.

6. RELATED DATE

   Share Type	Record date	Last transaction date	Ex-dividend date	Cash dividend payment date
   A Share	2017/6/2	－	2017/6/5	2017/6/5

7. METHOD OF DIVIDEND DISTRIBUTION

9. Method of dividend distribution

   The Company entrusted China Securities Depository and Clearing Corporation Limited Shanghai Branch to distribute cash dividend through its settlement system to the Shareholders who are recorded in the register of members of the Company and have completed the required transactions with the participants of the Shanghai Stock Exchange on the Record Date. Investors who have completed all the required transactions with the participants of the Shanghai Stock Exchange are entitled to receive cash dividend from the designated securities sales office on the dividend payment date. The dividend for the Shareholders who have not completed the required transactions with the participants of the Shanghai Stock Exchange will be kept by China Securities Depository and Clearing Corporation Limited Shanghai Branch temporarily, pending for distribution after completion of the required transactions.

10. Shareholders will be distributed by the Company

Account Number of Shareholders	Name of Shareholders
B8*****187	Funde Sino Life Insurance Co., Ltd. - Universal Insurance H
B8*****223	Anbang Life Insurance Inc. - Robust Portfolio Selections
B8*****977	Shenzhen Futian Investment Development Company
B8*****758	Anbang Property Insurance Inc. - Traditional Products

B8*****179 Funde Sino Life Insurance Co., Ltd. - Universal Insurance G

3. Tax payment illustration

According to the relevant provisions of our national tax law:

1. In accordance with the requirements of the "Notice on Issues Regarding the Different Individual Income Tax Policies on Dividends and Bonus of Listed Companies" (Cai Shui [2015] No. 101) and the "Notice on Issues Regarding the Implementation of Different Individual Income Tax Policies on Dividends and Bonus of Listed Companies" (Cai Shui [2012] No. 85), for the individual shareholders and securities investment funds holding shares of the Company, the cash dividend is not subject to withholding income tax, which will become payable at the transfer of relevant shares based on duration of holding. The actual cash dividend per share is RMB 0.70.

   China Securities Depository and Clearing Corporation Limited Shanghai Branch shall calculate the respective actual taxable income according to the respective holding period at the time when individual shareholders and securities investment funds transferred their respective shares subsequent to the record date. Such amounts shall be withheld from the accounts of the relevant individuals and paid by shares depositories including securities companies to China Securities Depository and Clearing Corporation Limited Shanghai Branch which will transfer the same to the Company within five working days of the next month. The Company shall declare and pay the relevant tax amount to the competent tax authority during the statutory reporting period within the month of receiving the tax amount. The specific tax burden shall be: 100% of dividends shall be included in the taxable income for those with the term of shareholding of less than 1 month (inclusive) with an actual tax burden of 20%; 50% of dividends shall be included in the taxable income on a provisional basis for those with the term of shareholding of more than 1 month and less than 1 year (inclusive) with an actual tax burden of 10%; and the dividends shall be exempted from individual income tax on a provisional basis for those with the term of shareholding of more than 1 year.

2. For the qualified foreign institutional investors (QFII) who hold shares of the Company, the Company will withhold and pay the enterprise income tax at a tax rate of 10% on behalf of them pursuant to the requirements of the "Notice Concerning the Relevant Questions on the Withholding and Payment of Enterprise Income Tax Relating to the Payment of Dividends, Bonus and Interest by PRC Resident Enterprises to QFII" (Guo Shui Han [2009] No.47) issued by the State Administration of Taxation on 23 January 2009, and the actual cash dividends to be paid will be RMB 0.63 per share.

3. For the shareholders investing through The Stock Exchange of Hong Kong Limited (including corporate and individual ones) holding shares of the Company, the respective dividend shall be distributed by the Company via China Securities Depository and Clearing Corporation Limited Shanghai Branch to the account of the nominal shareholder (Hong Kong Securities Clearing Company Limited) in RMB, and the Company shall withhold income tax at a tax rate of 10% in accordance with requirements of the "Notice on Taxation Policies concerning the Pilot Program of an Interconnection Mechanism for Transactions in the Shanghai and Hong Kong Stock Markets" (Cai Shui [2014] No. 81) promulgated by the Ministry of Finance, the State Administration of Taxation and the China Securities Regulatory Commission, making the actual cash dividend per share after tax of RMB 0.63.

4. For the other institutional investors and corporate shareholders holding shares of the Company, the Company will not withhold and pay the income tax and taxpayers shall pay income tax by themselves according to tax laws. The actual cash dividend per share before tax is RMB0.70.

In order to obtain the tax-paid certificate, non-resident enterprise shareholders shall fill in the attached form (see attachment) and fax the completed form to the Company no later than 10 June 2016, and deliver the original copy with their respective company stamp to the contact address of the Company.