China Resources Land : Connected Transaction - Formation of Hubei Project Joint Venture

About this update from China Resources Land Limited

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 the Cayman Islands with limited liability) (Stock Code: 1109) CONNECTED TRANSACTION FORMATION OF HUBEI PROJECT JOINT VENTURE On 21 April 2021 (after trading hours), CR Land Holdings, an indirect wholly-owned subsidiary of the Company, entered into the Supplemental Agreement with CR Trust, SZ Yunxiang, SZ Shengji, the JV and the Project Company in relation to the Proposed Transfer and the management of the JV thereafter. As at the date of this announcement, the JV is a subsidiary of the Company, being owned as to 60% by CR Land Holdings, 20% by SZ Yunxiang and 20% by SZ Shengji. Immediately after the Proposed Transfer, the JV will be a joint venture formed between CR Land Holdings, SZ Yunxiang and CR Trust as to 60%, 20% and 20% respectively, and will continue to be a subsidiary of the Company. As CR Trust is a subsidiary of CRCL, a controlling shareholder of the Company, CR Trust is an associate of CRCL and thus a connected person of the Company. Accordingly, the entering into of the Supplemental Agreement by CR Land Holdings and the JV constitutes a connected transaction of the Company and is subject to requirements under Chapter 14A of the Listing Rules. As one or more of the applicable percentage ratios in respect of the total commitment of the Company in the JV exceed 0.1% but is less than 5%, the formation of the joint venture is only subject to the reporting and announcement requirements under the Listing Rules, and is exempted from the circular, independent financial advice and independent shareholders' approval requirements under Chapter 14A of the Listing Rules. - 1 - BACKGROUND The JV is a non-wholly owned subsidiary of the Company established in January 2020 between CR Land Holdings, SZ Yunxiang and SZ Shengji pursuant to the Cooperation Agreement. Save as disclosed in this announcement, SZ Yunxiang and SZ Shengji have been and are, as at the date of this announcement, independent third parties of the Company. As at the date of this announcement, the JV is owned as ...

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