Shenzhen Investment : Announcements and Notices - Discloseable Transaction Acquisition of Land Use Rights in Nanjing, the PRC

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.

(Incorporated in Hong Kong with limited liability)

(Stock Code: 00604)

DISCLOSEABLE TRANSACTION

ACQUISITION OF LAND USE RIGHTS IN NANJING, THE PRC

ACQUISITION OF LAND USE RIGHTS

The Board is pleased to announce that on 29 December 2017, Maanshan Shumyip, a wholly-owned subsidiary of the Company, succeeded in the bid for the land use rights of a land parcel located in Jiangning District, Nanjing, the PRC, at the listing-for-sale of State-owned construction land use rights held by Nanjing Municipal Land Resources Bureau at the price of RMB1,200 million. On 3 January 2018, Maanshan Shumyip and Nanjing Municipal Land Resources Bureau entered into the Transaction Confirmation, pursuant to which the land use rights grant contract in respect of the Land shall be entered into on or before 16 January 2018.

LISTING RULES IMPLICATIONS

As one of the applicable percentage ratios for the Acquisition exceeds 5% but is less than 25%, the Acquisition constitutes a discloseable transaction of the Company and is subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.

ACQUISITION OF LAND USE RIGHTS

The Board is pleased to announce that on 29 December 2017, Maanshan Shumyip, a wholly-owned subsidiary of the Company, succeeded in the bid for the land use rights of the Land at the listing-for-sale of State-owned construction land use rights held by Nanjing Municipal Land Resources Bureau at the price of RMB1,200 million. On 3 January 2018,

Maanshan Shumyip and Nanjing Municipal Land Resources Bureau entered into the Transaction Confirmation, pursuant to which the Land Use Rights Grant Contract shall be entered into on or before 16 January 2018.

Nanjing Municipal Land Resources Bureau is a local government body of the PRC. To the best of the Directors' knowledge, information and belief having made all reasonable enquiries, Nanjing Municipal Land Resources Bureau and its ultimate beneficial owner are Independent Third Parties.

INFORMATION ON THE LAND

Land lot no.	:	NO.2017G78
Location	:	Qilin Street, Jiangning District, Nanjing (east to Funing Road, south
to Siwang Road, west to Dongliu Road, north to Sanyang Road) (南
京市江寧區麒麟街道，東至福寧路，南至四望路，西至東流路，
北至三陽路)
Site area	:	40,904.25 sq. m.
Plot ratio	:	1.01≤ R≤2.3
Land use	:	R21 residential land
Term of grant	:	70 years
CONSIDERATION

The consideration for the Acquisition is RMB1,200 million, which shall be paid by Maanshan Shumyip in the following manner:

• (a) the amount of RMB 460 million, which has been paid as the security deposit for bidding at the listing-for-sale, has been converted to deposit and part payment of the Consideration; and

• (b) the remaining balance of RMB 740 million shall be paid on or before 30 January 2018.

The Consideration will be funded by internal resources of the Group and/or other financing means.

The Consideration was arrived at through the bidding process at the listing-for-sale of land use rights held by Nanjing Municipal Land Resources Bureau on 29 December 2017. The bid price made by Maanshan Shumyip was determined with reference to the market price of comparable land, prevailing market conditions as well as the location and the development potential of the Land.

REASONS FOR THE ACQUISITION

The Group is mainly engaged in property investment, property development and property management. The Directors consider that the Land has good development potential, and that the Acquisition can supplement the land reserve of the Group in strategic key cities, and facilitate the sustained development of the Group in the PRC property market. The Acquisition is also in line with the Group's development strategy of "focusing on first-tier and keysecond-tier cities". The Directors believe that the terms of the Acquisition are fair and reasonable and in the interests of the Company and its Shareholders as a whole.

LISTING RULES IMPLICATIONS

As one of the applicable percentage ratios for the Acquisition exceeds 5% but is less than 25%, the Acquisition constitutes a discloseable transaction of the Company and is subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.

DEFINITIONS

In this announcement, unless otherwise defined, the following expressions shall have the meanings set out below:

"Acquisition"	acquisition of the land use rights of the Land by Maanshan
Shumyip through the listing-for-sale process
"Board"	the board of Directors
"Company"	Shenzhen Investment Limited, a company incorporated in Hong
Kong with limited liability, the shares of which are listed on the
main board of the Stock Exchange
"Consideration"	the consideration for the acquisition of the Land
"Director(s)"	director(s) of the Company
"Group"	the Company and its subsidiaries
"Independent Third	any third party/parties (and its/their ultimate beneficial owners,
Party/Parties"	if applicable) independent of the Company and its connected
persons (as defined in the Listing Rules)
"Land"	the land parcel located at Qilin Street, Jiangning District,
Nanjing (east to Funing Road, south to Siwang Road, west to
Dongliu Road, north to Sanyang Road), land lot no.
NO.2017G78
"Land Use Rights	the contract for the grant of the land use rights of State-owned
construction land (國有建設用地使用權出讓合同) in respect
	Grant Contract"
of the Land to be entered into between Maanshan Shumyip and
Nanjing Municipal Land Resources Bureau
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock
Exchange
"Maanshan	Maanshan Shumyip Real Estate Co., Ltd.* (馬鞍山深業地產有

Shumyip"	限公司), a company incorporated in the PRC and a
wholly-owned subsidiary of the Company
"Nanjing Municipal	Nanjing Municipal Land Resources Bureau* (南京市國土資源
Land Resources	局), a local government body of the PRC
Bureau"
"PRC"	the People's Republic of China
"RMB"	Renminbi, the lawful currency of the PRC
"Shareholder(s)"	shareholder(s) of the Company
"sq. m."	square meters
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Transaction	the State-owned construction land use rights transaction
Confirmation"	confirmation (國有建設用地使用權公開出讓成交確認書)
entered into between Maanshan Shumyip and Nanjing
Municipal Land Resources Bureau on 3 January 2018 in respect
of the Acquisition
"%"	per cent
Hong Kong, 4 January 2018

By order of the Board Shenzhen Investment Limited

LU Hua

Chairman

As at the date of this announcement, the Board comprises 9 directors, of which Dr. LU Hua, Mr. HUANG Wei, Mr. MOU Yong and Mr. LIU Chong are the executive directors of the Company, Dr. WU Jiesi and Mr. LIU Shichao are the non-executive directors of the Company and Mr. LI Wai Keung, Mr. WU Wai Chung, Michael and Dr. WONG Yau Kar David are the independent non-executive directors of the Company.

* for identification purpose only