Ping An Insurance : OVERSEAS REGULATORY ANNOUNCEMENT

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.

OVERSEAS REGULATORY ANNOUNCEMENT

This announcement is made pursuant to Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

"The Announcement of Ping An Insurance (Group) Company of China, Ltd. regarding the Completion of Share Purchase under the 2019 Key Employee Share Purchase Scheme", which is published by Ping An Insurance (Group) Company of China, Ltd. on the website of the Shanghai Stock Exchange, is reproduced herein for your reference.

By order of the Board

Yao Jun

Company Secretary

Shenzhen, PRC, March 28, 2019

As at the date of this announcement, the Executive Directors of the Company are Ma Mingzhe, Sun Jianyi, Lee Yuansiong, Ren Huichuan, Yao Jason Bo and Cai Fangfang; the Non-executive Directors are Soopakij Chearavanont, Yang Xiaoping, Liu Chong and Wang Yongjian; the Independent Non-executive Directors are Yip Dicky Peter, Wong Oscar Sai Hung, Sun Dongdong, Ge Ming and Ouyang Hui.

Stock Code: 601318

Stock Short Name: Ping An of China

Serial No.: Lin 2019-012

THE ANNOUNCEMENT OF

PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD.

REGARDING THE COMPLETION OF SHARE PURCHASE UNDER

THE 2019 KEY EMPLOYEE SHARE PURCHASE SCHEME

The board of directors (the "Board") and all directors of Ping An Insurance (Group) Company of China, Ltd. (the "Company") confirm that there are no false representations and misleading statements contained in, or material omissions from this announcement, and severally and jointly accept the responsibility for the truthfulness, accuracy and completeness of the contents of this announcement.

The Resolution regarding the Implementation of the Key Employee Share Purchase Scheme was approved at the first extraordinary general meeting of 2015 held on February 5, 2015. In accordance with the requirements as stated in the Guiding Opinions on the Pilot Implementation of Employee Share Purchase Schemes by Listed Companies (Zheng Jian Hui Gong Gao [2014] No.33) issued by China Securities Regulatory Commission and the Notice of Shanghai Stock Exchange on Issuing the Guidelines for Information Disclosure for Employee Share Purchase Scheme of Listed Companies (Shang Zheng Fa [2014] No.58), the implementation progress of the 2019 Key Employee Share Purchase Scheme of the Company is set out as follows:

The 2019 Key Employee Share Purchase Scheme of the Company was conducted in the secondary market from March 25, 2019 to March 27, 2019. A total of 8,078,395 A shares of the Company (Stock Code: 601318) were purchased, representing 0.044% of the total share capital of the Company. The aggregate transaction amount was RMB588,197,823.00 (expenses inclusive) and the average transaction price was approximately RMB72.79 per share.

The total number of personnel who voluntarily participated in the 2019 Key Employee Share Purchase Scheme of the Company were 1,267. Among them, directors, supervisors and senior management of the Company include: executive directors MA Mingzhe, SUN Jianyi, LEE Yuansiong, REN Huichuan, YAO Jason Bo, CAI Fangfang, senior management members XIE Yonglin, TAN Sin Yin, IP So Lan, CHEN Kexiang, SHENG Ruisheng, and employee representative supervisors WANG Zhiliang and PAN Zhongwu. After this share purchase, the shareholding of directors, supervisors, senior management and other staff of the Company under the 2019 Key Employee Share Purchase Scheme of the Company was as follows:

	Number of shares held	Shares purchased this
Holders		time / Total share capital
	(share)
		of the Company
Directors, supervisors and senior management	2,815,575	0.015%
Other staff	5,262,820	0.029%
Total	8,078,395	0.044%

The sources of fund for the above share purchase were from the legitimate income and performance-based bonus of the scheme holders.

The lock-up period for the shares purchased under the 2019 Key Employee Share Purchase Scheme is from March 29, 2019 to March 28, 2020. Pursuant to the Key Employee Share Purchase Scheme, after the end of the lock-up period, the actual number of shares shall be vested in the scheme holders subject to the achievement of certain performance targets.

The Board of Directors

Ping An Insurance (Group) Company of China, Ltd.

March 28, 2019