Shengjing Bank : Announcements and Notices - Announcement on Proposed Issuance of Financial Bonds

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SHENGJING BANK CO., LTD.*

盛京銀行股份有限公司*

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

(Stock Code: 02066)

ANNOUNCEMENT ON PROPOSED ISSUANCE OF

FINANCIAL BONDS

This announcement is made by Shengjing Bank Co., Ltd. (the "Bank") pursuant to the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) and Rule 13.09(2)(a) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

The board of directors (the "Board") of the Bank announces that the Board has resolved that, subject to obtaining shareholders' approval at the forthcoming 2018 first extraordinary general meeting of the Bank to be held on 28 February 2018 (the "EGM") and obtaining necessary approvals from the China Banking Regulatory Commission and other relevant regulatory authorities, the Bank will issue financial bonds in the aggregate principal amount of up to RMB30 billion (the "Bonds") to members of the inter-bank bond market in China. The proceeds from the issuance of the Bonds will be used to optimise the matching structure of the Bank's medium-and long-term assets and liabilities, increase and stabilise the sources of the Bank's medium and long-term liabilities, and support the Bank's medium and long-term asset business. The Bonds will not be listed on The Stock Exchange of Hong Kong Limited.

Particulars of the proposed issuance of the Bonds are as follows:

1. SIZE OF THE ISSUANCE

The Bank proposes to issue the Bonds in the aggregate principal amount of up to RMB30 billion.

2. MATURITY

The Bonds will have a term of maturity of less than five years (inclusive).

• 3. INTEREST RATE OF THE BONDS

  The interest rate of the Bonds will be determined by bookbuilding-based centralised allocation or open tendering.

• 4. TARGET SUBSCRIBERS

  The Bonds will be issued to members of the inter-bank bond market in China.

• 5. USE OF PROCEEDS

  The proceeds from the issuance of the Bonds will be used to optimise the matching structure of the Bank's medium-and long-term assets and liabilities, increase and stabilise the sources of the Bank's medium and long-term liabilities, and support the Bank's medium and long-term asset business.

• 6. TERM OF VALIDITY OF THE RESOLUTION

  A special resolution will be proposed at the EGM to approve the issuance of the Bonds. Such special resolution, if passed at the EGM, will be effective for 36 months from the date on which such special resolution is passed.

• 7. AUTHORISATION MATTERS

  It will be proposed at the EGM that the Board be authorised, which will in turn authorise the senior management of the Bank, to implement the issuance of the Bonds (including, but not limited to, the determination of the pricing, interest rates, timing and size of the issuance and the execution of all relevant documents).

  The authorisation will be effective for 36 months from the date on which such authorisation is granted at the EGM.

  The issuance of the Bonds is subject to (i) shareholders' approval by way of a special resolution at the EGM and (ii) approvals from the China Banking Regulatory Commission and other relevant regulatory authorities.

A circular containing, among other things, further details of the proposed issuance of the Bonds, together with a notice of the EGM, will be despatched to the shareholders of the Bank in due course.

By order of the Board Shengjing Bank Co., Ltd.

Chairman ZHANG Qiyang

Shenyang, Liaoning, China

12 January 2018

As at the date of this announcement, the executive directors of the Bank are ZHANG Qiyang, WANG Chunsheng, WANG Yigong, WU Gang and SUN Yongsheng; the non-executive directors of the Bank are LI Yuguo, QIU Huofa, LI Jianwei, ZHAO Weiqing and LIU Xinfa; and the independent non-executive directors of the Bank are YU Yongshun, LAU Chi Pang, BA Junyu, SUN Hang and DING Jiming.

* Shengjing Bank Co., Ltd. is not an authorised institution within the meaning of the Banking

Ordinance (Chapter 155 of the Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorised to carry on banking and/or deposit-taking business in Hong Kong.