Hong Kong Exchanges and Clearing : PROPOSED PUBLIC ISSUE OF CORPORATE BONDS IN THE PRC, PROPOSED NON-PUBLIC ISSUE OF CORPORATE BONDS IN THE PRC AND NOTICE OF EGM

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

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

If you have sold or transferred all your shares in the Company, you should at once hand this circular, together with the accompanying form of proxy to the purchaser or the transferee, or to the Company, stockbroker 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.

恒投證券

HENGTOU SECURITIES

(a joint stock company incorporated in the People's Republic of China with limited liability under the Chinese corporate name "恒泰証券股份有限公司" and carrying on business

in Hong Kong as "恒投證券" (in Chinese) and "HENGTOU SECURITIES" (in English))

(the "Company")

(Stock Code: 01476)

PROPOSED PUBLIC ISSUE OF CORPORATE BONDS IN THE PRC,

PROPOSED NON-PUBLIC ISSUE OF CORPORATE BONDS IN THE PRC

AND

NOTICE OF EGM

A notice convening the EGM to be held at the meeting room of 11/F, China Life Centre, No. 17 Finance Street, Xicheng District, Beijing, the PRC at 9:00 a.m. on Friday, 6 September 2019 is set out on pages 11 to 13 of this circular. A form of proxy for use at the EGM is also enclosed with this circular. If you intend to attend the EGM by proxy, you are required to complete and return the enclosed form of proxy in accordance with the instructions printed thereon to the H Shares registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for the holders of H Shares), or to the Company's head office in the PRC at 11/F, China Life Centre, No. 17 Finance Street, Xicheng District, Beijing, the PRC (for the holders of Domestic Shares) as soon as possible but in any event by not later than 24 hours before the time appointed for holding of the EGM (i.e. before 9:00 a.m. on Thursday, 5 September 2019) or any adjournment thereof. Completion and return of the form of proxy shall not preclude you from attending and voting in person at the EGM or any adjourned meeting should you so wish.

22 July 2019

	CONTENTS
	Page
DEFINITIONS . . . . . . . . . . . . . . . . . . . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ii
LETTER FROM THE BOARD . . . . . . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
NOTICE OF EGM . . . . . . . . . . . . . . . . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11

- i -

DEFINITIONS

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

"Articles of Association"	the articles of association of the Company as amended from time to
	time
"Board"	the board of Directors of the Company
"Company"	a joint stock company incorporated in the People's Republic of China
	with limited liability under the Chinese corporate name "恒泰证券股
	份有限公司" and carrying on business in Hong Kong as "恒投證券"
	(in Chinese) and "HENGTOU SECURITIES" (in English)
"Director(s)"	the director(s) of the Company
"Domestic Share(s)"	ordinary share(s) issued by the Company, with a nominal value
	of RMB1.00 each, which are subscribed for or credited as paid in
	Renminbi
"EGM"	the 2019 second extraordinary general meeting of the Company to be
	held at the meeting room of 11/F, China Life Centre, No.17 Finance
	Street, Xicheng District, Beijing, the PRC at 9:00 a.m. on Friday, 6
	September 2019
"H Share(s)"	ordinary share(s) issued by the Company with a nominal value
	of RMB1.00 each in the share capital of the Company, which are
	subscribed for and traded in HK$ and listed on the Stock Exchange
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the PRC
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock Exchange
"PRC"	the People's Republic of China, for the purpose of this circular,
	excluding Hong Kong, the Macau Special Administrative Region of
	the PRC and Taiwan

- ii -

DEFINITIONS

"RMB"	Renminbi, the lawful currency of the PRC
"Share(s)"	the Domestic Share(s) and the H Share(s)
"Shareholder(s)"	holder(s) of the Shares
"Stock Exchange"	The Stock Exchange of Hong Kong Limited

- iii -

LETTER FROM THE BOARD

恒投證券

HENGTOU SECURITIES

(a joint stock company incorporated in the People's Republic of China with limited liability under the Chinese corporate name "恒泰証券股份有限公司" and carrying on business

in Hong Kong as "恒投證券" (in Chinese) and "HENGTOU SECURITIES" (in English))

	(the "Company")
	(Stock Code: 01476)
Executive Directors:	Registered address:
Pang Jiemin	Manshishangdu Office and
Wu Yigang	Commercial Complex,
	Hailaer East Street,
Non-executive Directors:	Xincheng District, Hohhot,
Zhang Tao	Inner Mongolia Autonomous Region,
Sun Chao	the PRC
Dong Hong
Gao Liang	Head office:
	11/F, China Life Centre,
Independent non-executive Directors:	No. 17 Finance Street, Xicheng District,
Zhou Jianjun	Beijing, the PRC
Lam Sek Kong
Lv Wendong	Place of business in Hong Kong:
	40/F, Sunlight Tower,
	248 Queen's Road East,
	Wanchai, Hong Kong
	22 July 2019
To the Shareholders,
Dear Sir/Madam,

PROPOSED PUBLIC ISSUE OF CORPORATE BONDS IN THE PRC,

PROPOSED NON-PUBLIC ISSUE OF CORPORATE BONDS IN THE PRC

AND

NOTICE OF EGM

- 1 -