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(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1044)

Websites: http://www.hengan.com http://www.irasia.com/listco/hk/hengan

POLL RESULTS OF ANNUAL GENERAL MEETING

The Board is pleased to announce that all the ordinary resolutions proposed at the Annual General Meeting ("AGM") were duly passed by the Shareholders by way of poll at the AGM held on 23 May 2013.

Reference is made to the circular dated 19 April 2013 (the "Circular") of the Company. Unless otherwise stated, terms used in this announcement shall have the same meaning as defined in the Circular.
The Board is pleased to announce that all the ordinary resolutions proposed at the AGM were duly passed by the Shareholders by way of poll at the AGM held on 23 May 2013.

* For identification purposes only

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The voting results at the AGM are as follows:

Ordinary Resolutions

Number of votes cast

(% of the total number of votes cast)

Ordinary Resolutions

For

Against

1.

To receive and consider the audited consolidated accounts and the reports of the directors and auditors for the year ended 31 December 2012

996,976,144 (99.99%)

38,500

(0.01%)

2.

To declare a final dividend for the year ended 31

December 2012

997,014,644 (100%)

0

(0%)

3.

To re-elect Mr. Xu Shui Shen as an executive director

958,065,200 (96.13%)

38,585,614 (3.87%)

4.

To re-elect Mr. Sze Wong Kim as an executive director

956,161,337 (95.94%)

40,489,477 (4.06%)

5.

To re-elect Mr. Hui Ching Chi as an executive director

956,161,337 (95.94%)

40,489,477 (4.06%)

6.

To re-elect Mr. Wang Ming Fu as an independent non-executive director

973,325,811 (97.63%)

23,661,333 (2.37%)

7.

To re-elect Mr. Ho Kwai Ching Mark as an independent non-executive director

991,527,380 (99.45%)

5,459,764 (0.55%)

8.

To re-elect Mr. Zhou Fang Sheng as an independent non-executive director

991,527,380 (99.45%)

5,459,764 (0.55%)

9.

To authorise the board of directors to fix the remuneration of the directors

979,737,091 (99.79%)

2,056,800 (0.21%)

10.

To re-appoint auditors and to authorise the board of directors to fix their remuneration

994,509,336 (99.75%)

2,505,308 (0.25%)

11.

To grant a general mandate to the board of directors to allot and issue shares

679,437,965 (68.22%)

316,467,881 (31.78%)

12.

To grant a general mandate to the board of directors to exercise all powers of the Company to purchase its own securities

996,065,591 (99.93%)

740,500 (0.07%)

13.

To extend the general mandate granted to the board of directors pursuant to Resolution No. 11 above by an amount representing the aggregate nominal amount of shares in the capital of the Company purchased by the Company pursuant to the general mandate granted pursuant to Resolution No. 12 above

687,589,499 (69.11%)

307,325,145 (30.89%)

As over 50% of the votes were cast in favour of resolutions 1 to 13, the resolutions were duly passed as ordinary resolutions at the AGM.
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As at the date of the AGM, the issued share capital of the Company comprised 1,231,384,721
Shares.
Since none of the Shareholders was required to abstain from voting on any of the resolutions proposed at the AGM (the "Resolutions"), the total number of Shares entitling the Shareholders to attend and vote for or against the Resolutions was 1,231,384,721 Shares. No Shareholder was entitled to attend and to vote only against the Resolutions and no parties who have stated their intention in the Circular to vote against the Resolutions or to abstain have done so at the AGM. Tricor Abacus Limited, the branch share registrar of the Company in Hong Kong, acted as scrutineers for the purpose of the poll at the AGM.
By order of the Board

Hengan International Group Company Limited Sze Man Bok

Chairman

Hong Kong, 23 May 2013

As at the date of this announcement, our Executive Directors are Mr. Sze Man Bok, Mr. Hui Lin Chit, Mr. Hung Ching Shan, Mr. Xu Shui Shen, Mr. Xu Da Zuo, Mr. Xu Chun Man, Mr. Sze Wong Kim, Mr. Hui Ching Chi and Mr. Loo Hong Shing Vincent; and our Independent Non-Executive Directors are Mr. Chan Henry, Mr. Wang Ming Fu, Ms. Ada Ying Kay Wong, Mr. Ho Kwai Ching Mark and Mr. Zhou Fang Sheng.

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