THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION
If you are in any doubt as to any aspect of this circular or as to the action you should take, you should consult your licensed securities dealer or registered institution in securities, bank manager, solicitor, certified public accountant or other professional adviser.
If you have sold or transferred all your shares in CHINA VANKE CO., LTD.*, you should at once hand this circular to the purchaser or transferee, or to the bank, licensed securities dealer or registered institution in securities or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.
No Shareholder receiving a copy of this circular and/or an Election Form in any territory outside Hong Kong may treat the same as an invitation to elect for Shares unless in the relevant territory such invitation could lawfully be made to that Shareholder without China Vanke Co., Ltd.* having to comply with any registration or other legal requirements, governmental or regulatory procedures or any other similar formalities. It is the responsibility of any Shareholder outside Hong Kong who wishes to receive Scrip Shares under the scrip dividend scheme to comply with the laws of the relevant jurisdictions including any applicable procedures or any other similar formalities.
CHINA VANKE CO., LTD.*
萬 科 企 業 股 份 有 限 公 司
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2202)
THE SCRIP DIVIDEND SCHEME FOR
H SHARES IN DIVIDEND DISTRIBUTION FOR THE YEAR 2020
- For identification purpose only
23 July 2021
DEFINITIONS
In this circular, unless the context otherwise requires, the following expressions shall have the following meanings:
"A Share(s)" | the domestic ordinary share(s) with a nominal value of |
RMB1.00 each in the share capital of the Company, | |
which are listed on the SZSE (stock code: 000002) and | |
traded in RMB | |
"A Shareholders Class Meeting" | the first A Shareholders class meeting of 2021 of the |
Company convened at 18th Floor, Tower T2, Shum Yip | |
UpperHills (Southern District), No. 5001 Huanggang | |
Road, Shenzhen, Guangdong, the PRC starting from | |
2:00 p.m. on Wednesday, 30 June 2021 | |
"AGM" | the annual general meeting of 2020 of the Company |
convened at 18th Floor, Tower T2, Shum Yip | |
UpperHills (Southern District), No. 5001 Huanggang | |
Road, Futian District, Shenzhen, Guangdong, the PRC | |
starting from 2:00 p.m. on Wednesday, 30 June 2021 | |
"Articles of Association" | the articles of association of the Company, as amended |
from time to time | |
"B Shares" | foreign shares listed and traded in stock exchange(s) of |
the PRC | |
"Board" or "Board of Directors" | the board of Directors of the Company |
"Class Meeting(s) of | A Shareholders Class Meeting and H Shareholders |
Shareholders" | Class Meeting |
"Company" | China Vanke Co., Ltd.*(萬科企業股份有限公司), a joint |
stock company established in the PRC with limited | |
liability on 30 May 1984, the H Shares of which are | |
listed on the Hong Kong Stock Exchange (Stock Code: | |
2202) and the A Shares of which are listed on the | |
SZSE (stock code: 000002) | |
"Company Law" | company law of the PRC, as amended from time to |
time | |
"CSDCC" | China Securities Depository and Clearing Corporation |
"Director(s)" | the director(s) of the Company |
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DEFINITIONS | |
"Election Form(s)" | the form(s) of election in relation to the Scrip Dividend |
Scheme for the Eligible H Shareholders to elect to | |
receive the 2020 dividend wholly or partly in new H | |
Shares instead of in cash | |
"Eligible H Shareholder(s)" | has the meaning as defined under "10. Scope of |
Eligible H Shareholders" in "Appendix I Details of | |
Proposed Scrip Dividend Scheme for H Shares in | |
Dividend Distribution for the Year 2020" of this | |
circular | |
"First H Shareholders Class | the first H Shareholders class meeting of 2021 of the |
Meeting of 2021" or | Company convened at 18th Floor, Tower T2, Shum Yip |
"H Shareholders Class | UpperHills (Southern District), No. 5001 Huanggang |
Meeting" | Road, Futian District, Shenzhen, Guangdong, the PRC |
starting from 2:00 p.m. on Wednesday, 30 June 2021 | |
"Group" or "Vanke" | the Company and its subsidiaries |
"HK$" | Hong Kong dollars, the lawful currency of Hong Kong |
"H Share(s)" | the overseas listed foreign share(s) with a nominal |
value of RMB1.00 each in the share capital of the | |
Company, which are listed on the Hong Kong Stock | |
Exchange (Stock Code: 2202) and traded in Hong Kong | |
dollars | |
"H Shareholders" | the holders of H Shares |
"H Share Registrar" | Computershare Hong Kong Investor Services Limited |
"Hong Kong" | the Hong Kong Special Administrative Region of the |
PRC | |
"Hong Kong Stock Exchange" or | The Stock Exchange of Hong Kong Limited |
"SEHK" | |
"Independent Non-executive | the independent non-executive director(s) of the |
Director(s)" | Company |
"Latest Practicable Date" | 20 July 2021, being the latest practicable date for |
ascertaining certain information before the printing of | |
this circular | |
"Listing Rules" | the Rules Governing the Listing of Securities on the |
Hong Kong Stock Exchange, as amended from time to | |
time |
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DEFINITIONS | |
"Macau" | the Macau Special Administrative Region of the PRC |
"PRC" | the People's Republic of China, which shall, for the |
purposes of this circular, exclude Hong Kong, Macau | |
and Taiwan | |
"RMB" | Renminbi, the lawful currency of the PRC |
"Securities Law" | Securities Law of the PRC, as amended from time to |
time | |
"Share(s)" | the ordinary share(s) of the Company, including A |
Share(s) and H Share(s) | |
"Shareholder(s)" | holder(s) of the Share(s) |
"SZSE" | Shenzhen Stock Exchange |
"%" | per cent |
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EXPECTED TIMETABLE OF SCRIP DIVIDEND SCHEME FOR H SHARES
The following is a summary of the events in relation to the scrip dividend scheme in the form of a timetable:
Cum-dividend date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 July 2021
Ex-dividend date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 13 July 2021 |
Latest time to lodge transfer documents for
registration with the H Share Registrar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4:30 p.m. 14 July 2021
Closure of the registers of members of | |
H Shares of the Company for the purpose of | |
determining the H Shareholders' entitlement | |
to the 2020 dividend . . . . . . . . . . . . . . . . . . . . | . . . . . . . . . 15 July 2021 to 20 July 2021 |
(both days inclusive) | |
Record Date . . . . . . . . . . . . . . . . . . . . . . . . . . . | . . . . . . . . . . . . . . . . . . . . . . 20 July 2021 |
Latest time for return of the Election | |
Form to the H Share Registrar (Note 2) . . . . . . | . . . . . . . . . . . . . . . . . . . . . . . . 4:30 p.m. |
6 August 2021 | |
Despatch of dividend warrants and/or definitive | |
certificates for new H Shares by ordinary | |
mail at the risk of recipients . . . . . . . . . . . . . . | . . . . . . . . . . . . . . . . . . . 24 August 2021 |
Expected first day of dealings in new H Shares . . | . . . . . . . . . . . . . . . . . . . 25 August 2021 |
(subject to the proper receipt of definitive | |
certificates for the new H Shares by | |
the Eligible H Shareholders) |
Notes:
- The expected timetable is for indication only and may subject to change. Should there be any change, the Company will make a further announcement in due course with respect to such change.
- All references to dates and time in this circular are to Hong Kong dates and time.
- If there is a tropical cyclone warning signal number 8 or above or a "black" rainstorm warning signal or post-super typhoon "extreme conditions" are in force in Hong Kong at or at any time prior to 4:30 p.m. on 6 August 2021, the deadline for return of the Election Form will be extended.
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