Huatai Securities : ANNOUNCEMENT IN RELATION TO RESULTS OF THE GRANT UNDER THE RESTRICTED SHARE INCENTIVE SCHEME OF A SHARES

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company 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.

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

corporate name and carrying on business in Hong Kong as HTSC)

(Stock Code: 6886)

ANNOUNCEMENT IN RELATION TO RESULTS OF

THE GRANT UNDER THE RESTRICTED SHARE

INCENTIVE SCHEME OF A SHARES

Pursuant to the relevant rules of the CSRC, the Shanghai Stock Exchange and China Securities Depository and Clearing Company Limited Shanghai Branch, and in accordance with the relevant requirements of the Restricted Share Incentive Scheme of A Shares of Huatai Securities Co., Ltd. (the "Incentive Scheme" ) considered and approved at the 2021 First Extraordinary General Meeting of the Company, the Company has completed the registration of the grant of the Restricted A Shares.

References are made to the announcement of the Company dated December 31, 2020, the circular of the Company dated January 8, 2021 (the "Circular" ), the poll results announcement of the 2021 First Extraordinary General Meeting of the Company dated February 8, 2021 and the announcement of the Company dated March 23, 2021, in relation to, among other things, the Incentive Scheme. Unless otherwise defined in this announcement, terms used in this announcement shall have the same meanings as those defined in the aforesaid announcements and Circular.

1. PARTICULARS OF THE GRANT OF RESTRICTED SHARES
   On March 23, 2021, the Company convened the fourteenth meeting of the fifth session of the Board and the eighth meeting of the fifth session of the Supervisory Committee, at which the
   Resolution on Adjustment to the Matters Pertaining to the Incentive Scheme of Restricted A Shares of the Company (《關於調整公司A股限制性股票股權激勵計劃相關事項的議 案》) and the Resolution on Granting Restricted A Shares to Incentive Participants 《( 關於向 激勵對象授予A股限制性股票的議案》) were considered and approved to set out the Grant Date on March 29, 2021, on which date 45,640,000 restricted A Shares were granted to 813 eligible Incentive Participants at the Grant Price of RMB9.10 per Share. During the actual subscription process upon the determination of the Grant Date of the Incentive Scheme, the number of the Incentive Participants reduced from 813 to 810 due to personal reasons, and 45,488,000 shares were actually subscribed.
   According to the authorization of the 2021 First Extraordinary General Meeting of the Company, the actual grant under the Incentive Scheme is as follows:
2. 1. Grant Date: March 29, 2021
   2. Grant Price: RMB9.10 per Share

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1. Number of Incentive Participants granted: 810 individuals
2. Number of Restricted Shares granted: 45,488,000 restricted A Shares
3. Source of Shares: ordinary A Shares repurchased by the Company from secondary market
4. The Incentive Participants:

Name	Position
Zhou Yi	Chief Executive Officer,
	Chairman of the Executive
	Committee and Executive
	Director
Li Shiqian	Member of the Executive
	Committee
Sun Hanlin	Member of the Executive
	Committee
Jiang Jian	Member of the Executive
	Committee
Zhang Hui	Member of the Executive
	Committee, Secretary to
	the Board
Chen Tianxiang	Member of the Executive
	Committee
Jiao Xiaoning	Chief Financial Officer
Jiao Kai	Chief Compliance Officer,
	General Legal Counsel
Wang Chong	Chief Risk Officer

Other core key employees (801 persons)

Total

		Percentage
		to the total
		number of
		Restricted
		Shares
Number of	granted
Restricted	under	Percentage
Shares	the Share	to existing
granted	Incentive	total share
(0' 000	Scheme	capital
shares)	(%)		(%)
72.00	1.58%	0.008%
60.00	1.32%	0.007%
60.00	1.32%	0.007%
60.00	1.32%	0.007%
60.00	1.32%	0.007%
60.00	1.32%	0.007%
50.00	1.10%	0.006%
50.00	1.10%	0.006%
50.00	1.10%	0.006%
4,026.80	88.52%	0.444%
4,548.80		100.00%		0.501%

Note: Any discrepancies in the above table between part of the total shown and the sum of the breakdown figures are due to rounding.

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1. VALIDITY PERIOD, LOCK-UP PERIOD AND UNLOCKING OF THE INCENTIVE SCHEME
   The validity period of the Incentive Scheme shall commence from the date of completion of registration of the granted Restricted Shares and end on the date when all the Restricted Shares granted to the Incentive Participants are fully unlocked (excluding those subject to voluntary lock-up or reduction restriction over Directors and senior management) or repurchased and deregistered, for a maximum of six years.

The unlocking period and unlocking schedule of each period of the Restricted Shares granted under the Incentive Scheme are set out below:

Unlocking		Unlocking
Arrangement	Unlocking Period	proportion
The first unlocking	Commencing from the first trading day upon the expiry	33%
period	of 24 months from the date of completion of registration
	for the grant of the corresponding portion of the
	Restricted Shares to the last trading day of 36 months
	from the date of completion of registration for the grant
	of the Restricted Shares
The second unlocking	Commencing from the first trading day upon the expiry	33%
period	of 36 months from the date of completion of registration
	for the grant of the corresponding portion of the
	Restricted Shares to the last trading day of 48 months
	from the date of completion of registration for the grant
	of the Restricted Shares
The third unlocking	Commencing from the first trading day upon the expiry	34%
period	of 48 months from the date of completion of registration
	for the grant of the corresponding portion of the
	Restricted Shares to the last trading day of 60 months
	from the date of completion of registration for the grant
	of the Restricted Shares

1. VERIFICATION OF THE SUBSCRIPTION PROCEEDS OF THE RESTRICTED SHARES
   On March 31, 2021, KPMG Huazhen LLP issued the Capital Verification Report (KPMG Huazhen Yan Zi No. 2100166), which verified the availability of subscription proceeds under the Restricted Share Incentive Scheme of A Shares of the Company as of March 30, 2021: as of March 30, 2021, the Company had in aggregate received subscription proceeds of RMB413,940,800 from 810 Incentive Participants.
   As the Restricted Shares in respect of this grant were ordinary A Shares repurchased by the Company from the secondary market, according to the notes to the capital verification attached to the Capital Verification Report, the total number of shares of the Company remained 9,076,650,000 before and after this grant, and the registered capital or share capital of the Company did not change.

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IV. REGISTRATION OF THE RESTRICTED A SHARES

The total number of the Restricted A Shares granted for registration under the Incentive Scheme was 45,488,000. The Company has completed the registration of such shares at China Securities Depository and Clearing Company Limited Shanghai Branch, and received the Certificate of Registration of Changes in Securities issued by China Securities Depository and Clearing Company Limited Shanghai Branch on April 7, 2021. The record date is April 6, 2021.

1. IMPACT ON THE CONTROLLING SHAREHOLDERS OF THE COMPANY BEFORE AND AFTER THE GRANT
   As the shares granted under the Incentive Scheme were ordinary A Shares repurchased by the Company from the secondary market, the Company' s share capital remained unchanged upon the completion of this grant. The Company has no controlling shareholders, and this grant will not lead to any change in the right of control of the de facto controllers of the Company.

VI. CHANGES IN THE SHARE CAPITAL STRUCTURE

The changes in the share capital structure of the Company before and after this grant of the Restricted A Shares are set out below:

								Unit: Shares
Type of Shares	Before the Changes		Increase/	After the Changes
		Number		Proportion		Decrease	Number		Proportion
		(shares)	(%)				(shares)	(%)
A Shares	7,357,604,320	81.06				7,357,604,320	81.06
- Floating shares not subject to
selling restrictions	7,357,604,320	81.06	-45,488,000		7,312,116,320	80.56
- Shares subject to selling
restrictions	0	0	45,488,000		45,488,000	0.50
H Shares	1,719,045,680	18.94				1,719,045,680	18.94
Total
9,076,650,000	100.00	0		9,076,650,000	100.00

VII. PLAN ON THE USE OF PROCEEDS

The total subscription proceeds received from this grant of the Restricted A Shares were RMB413,940,800 and will be used to replenish the working capital of the Company.

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VIII. IMPACT OF THE GRANT OF RESTRICTED SHARES ON THE FINANCIAL POSITION OF THE COMPANY

In accordance with the requirements of the Accounting Standards for Business Enterprises No. 11 - Share-based Payment, at each balance sheet date within the Lock-up Period, the Company shall revise the number of the Restricted Shares which are expected to be unlocked according to the change in the latest available number of persons eligible to unlock the Restricted Shares, completion of the performance targets and other subsequent information, and recognize the services acquired during such period in relevant costs or expenses and capital reserve at the fair value of the Restricted Shares on the Grant Date.

The closing price of A Shares at the Grant Date (being March 29, 2021) shall be taken by the Company as the fair value of the Restricted Shares, and the difference between the closing price of A Shares at the Grant Date and the Grant Price shall be recognized by the Company as the share-based payment expense per Restricted Share, and the share-based payment expenses shall be determined eventually.

Upon calculation, the impact of the Restricted A Shares under this grant on the accounting costs incurred during each period is shown in the table below:

				Unit: RMB 0' 000
Total Costs	2021	2022	2023	2024	2025
37,027.23	10,039.16	13,228.50	8,774.69	4,186.24	798.64

Note: The above figures only represent the preliminary calculation of the incentive expenses arising from the Incentive Scheme. The final results are subject to those disclosed in the audit report issued by the accounting firm.

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DEFINITIONS

In this announcement, the following expressions have the meanings set out below unless the context otherwise requires.

"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 corporate name 華泰證券
	股份有限公司(Huatai Securities Co., Ltd.), converted from our
	predecessor 華泰證券有限責任公司(Huatai Securities Limited
	Liability Company) on December 7, 2007, carrying on business
	in Hong Kong as "HTSC" , and was registered as a registered
	non-Hong Kong company under Part 16 of the Companies Ordinance
	under the Chinese approved name of "華泰六八八六股份有限公司"
	and English name of "Huatai Securities Co., Ltd." ; the H shares of
	which have been listed on the main board of The Stock Exchange of
	Hong Kong Limited since June 1, 2015 (Stock Code: 6886); the A
	shares of which have been listed on the Shanghai Stock Exchange
	since February 26, 2010 (Stock Code: 601688); the global depository
	receipts of which have been listed on the London Stock Exchange
	plc since June 2019 (Symbol: HTSC), unless the context otherwise
	requires, including its predecessor
	By order of the Board of the Company
	Zhang Hui
	Joint Company Secretary

Jiangsu, the PRC, April 7, 2021

As at the date of this announcement, the Board comprises Mr. Zhang Wei, Mr. Zhou Yi and Mr. Zhu Xuebo as executive Directors; Mr. Ding Feng, Mr. Chen Yongbing, Mr. Ke Xiang, Ms. Hu Xiao and Mr. Wang Tao as non-executive Directors; and Mr. Chen Chuanming, Mr. Lee Chi Ming, Ms. Liu Yan, Mr. Chen Zhibin and Mr. Wang Jianwen as independent non-executive Directors.

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