Zhong An Real Estate : Announcements and Notices - Number of Bonus Shares Issued and Adjustments to Outstanding Share Options

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眾安房產有限公司

ZHONG AN REAL ESTATE LIMITED

(incorporated in the Cayman Islands with limited liability)

(Stock code: 672) NUMBER OF BONUS SHARES ISSUED AND ADJUSTMENTS TO OUTSTANDING SHARE OPTIONS

Reference is made to the circular (the "Circular") of Zhong An Real Estate Limited (the "Company") dated 8 September 2017 and the announcement in relation to the poll results of the extraordinary general meeting of the Company dated 27 September 2017 (the "Announcement") in relation to, among other things, the passing by the Shareholders of the ordinary resolutions approving the Increase in Authorised Share Capital and Bonus Issue.

Unless the context otherwise requires, capitalised terms used in this announcement have the same meanings as those defined in the Circular.

NUMBER OF BONUS SHARES ISSUED

As disclosed in the Circular and the Announcement, the Bonus Issue was made on the basis of one Bonus Share for every one existing Share held by Qualifying Shareholders whose names are on the register of members of the Company on the Record Date (that is, 4 October 2017).

As at the Record Date, the Company had 2,918,298,400 Shares in issue and, accordingly, an aggregate of 2,918,298,400 Bonus Shares were issued under the Bonus Issue on 12 October 2017 on the above basis.

ADJUSTMENTS TO OUTSTANDING SHARE OPTIONS

As at the date of this announcement, the Company has 180,466,661 outstanding Share Options granted under Share Option Scheme.

As a result of the Bonus Issue, the exercise price of such outstanding Share Options and the number of Shares to be allotted and issued upon full exercise of the subscription rights attaching thereto were adjusted with effect from 12 October 2017 (being the date of allotment and issue of the Bonus Shares) in the following manner pursuant to the terms of the Share Option Scheme:

Immediately before the Bonus Issue Immediately after the Bonus Issue Date of grant Number of Shares that can be subscribed for upon exercise of the outstanding Share Options in full Exercise price per Share Adjusted number of Shares that can be subscribed for upon exercise of the outstanding Share Options in full Adjusted exercise price per Share

9 July 2009 36,166,661 HK$2.58 72,333,322 HK$1.29

22 January 2011 66,300,000 HK$1.85 132,600,000 HK$0.93

10 July 2013 78,000,000 HK$1.46 156,000,000 HK$0.73

Save for the above adjustments, all other terms and conditions of the outstanding Share Options granted by the Company under the Share Option Schemes remain unchanged. The above adjustments satisfy the requirements of Rule 17.03(13) of the Listing Rules and the supplementary guidance issued by the Stock Exchange on 5 September 2005.

By Order of the Board

眾安房產有限公司

Zhong An Real Estate Limited Shi Kancheng

Chairman

The PRC, 12 October 2017

As at the date of this announcement, the Board comprises five executive Directors, namely Mr Shi Kancheng (Chairman), Ms Wang Shuiyun, Ms Shen Tiaojuan, Mr Zhang Jiangang and Mr Jin Jianrong, one non-executive Director, namely Ms Shen Li and three independent non-executive Directors, namely Professor Pei Ker Wei, Dr Loke Yu and Mr Zhang Huaqiao.