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.
BaWang International (Group) Holding Limited 霸王國際（集團）控股有限公司*
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 01338)
INSIDE INFORMATION ANNOUNCEMENT
DIVIDEND POLICY
This announcement is made by BaWang International (Group) Holding Limited (the "Company", together with its subsidiaries, the "Group") pursuant to Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") and the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
The Company hereby announces that the board of directors (the "Board") has approved and adopted a dividend policy (the "Dividend Policy"). According to the Dividend Policy, the decision to declare a dividend or a distribution will be at the discretion of the Board. The Company intends to declare dividends to shareholders semi-annually in an aggregate amount per year not exceeding 30% of the anticipated consolidated net annual profits and may declare special dividends from time to time in addition to interim or final dividends. In deciding whether to propose a dividend and in determining the dividend amount, the Board shall take into account (including but not limited to) the Group's operations and earnings, development needs, cash flow, financial condition, capital and other reserve requirements and surplus, contractual and financial restrictions and any other conditions or factors which the Board considers relevant and having regard to the directors' fiduciary duties. While sharing the profit with shareholders, the Company shall also maintain sufficient reserves to ensure the implementation of the Group's strategy for development.
The payment of dividend is also subject to any restrictions under the laws of Cayman Islands, the Rules Governing the Listing of Securities on the Stock Exchange, the laws of Hong Kong, the memorandum and articles of association of the Company and those laws, regulations and memorandum and articles of association to which the subsidiaries of the Group are subject.
The Divided Policy will continue to be reviewed from time to time and there can be no assurance that a dividend will be proposed or declared in any specific periods.
SHAREHOLDERS AND POTENTIAL INVESTORS OF THE COMPANY ARE ADVISED TO EXERCISE CAUTION IN DEALING IN THE SHARES OF THE COMPANY.
By order of the Board
BaWang International (Group) Holding Limited
CHEN Qiyuan
Chairman
Hong Kong, 31 December 2018
As at the date of this announcement, the board of directors of the Company comprises three executive directors, namely, Mr. CHEN Qiyuan, Mr. CHEN Zheng He and Mr. WONG Sin Yung, and three independent non-executive directors, namely, Dr. NGAI Wai Fung, Mr. CHEUNG Kin Wing and Dr. Wang Qi.
* for identification purpose only