Beijing Urban Construction Design & Development : (1) 2019 PROFIT DISTRIBUTION PLAN AND DIVIDEND DECLARATION PROPOSAL; (2) PROPOSED APPOINTMENT OF NON-EXECUTIVE DIRECTOR; (3) PROPOSED APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND; (4) NOTICE OF THE 2020 SECOND EXTRAORDINARY GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubts as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional advisers.

If you have sold or transferred all your shares in Beijing Urban Construction Design & Development Group Co., Limited, you should at once hand this circular together with the accompanying proxy form for the extraordinary general meeting to the purchaser or transferee or to the bank, licensed securities dealer 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.

Beijing Urban Construction Design & Development Group Co., Limited

北 京城建 設計發 展集團 股 份有 限 公司

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

(Stock Code: 1599)

1. 1. 2019 PROFIT DISTRIBUTION PLAN AND DIVIDEND DECLARATION PROPOSAL
2. PROPOSED APPOINTMENT OF NON-EXECUTIVE DIRECTOR
3. 1. PROPOSED APPOINTMENT OF INDEPENDENT

NON-EXECUTIVE DIRECTOR

AND

1. NOTICE OF THE 2020 SECOND EXTRAORDINARY GENERAL MEETING

The EGM of the Company is to be held at Conference Room, 5 Fuchengmen North Street, Xicheng District, Beijing, the PRC at 3:00 p.m. on Saturday, 10 October 2020. The letter from the Board is set out on pages 3 to 9 of this circular. The notice convening the EGM is set out on pages 10 to 11 of this circular.

If you intend to appoint a proxy to attend the EGM, you are required to complete and return the proxy form in accordance with the instructions printed thereon as soon as possible. For holders of H Shares, the proxy form should be returned to the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong in hand or by post not less than 24 hours before the time stipulated for convening the EGM or any adjourned meeting thereof. Completion and return of the proxy form will not preclude you from attending and voting in person at the EGM or any adjourned meeting thereof if you so wish.

22 September 2020

CONTENTS
	Page
DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
NOTICE OF THE 2020 SECOND EXTRAORDINARY GENERAL MEETING . .	10

- i -

DEFINITIONS

In this circular, the following expressions shall have the following meanings unless the context otherwise requires:

"Articles of Association"	the articles of association of the Company as amended,
	modified or supplemented from time to time
"Board"	the board of directors of the Company
"Company"	Beijing Urban Construction Design & Development
	Group Co., Limited (北京城建設計發展集團股份有限公
	司), a joint stock company with limited liability
	incorporated in the PRC, the H Shares of which are listed
	on the Main Board of the Hong Kong Stock Exchange
	(Stock Code: 1599)
"Director(s)"	the director(s) of the Company
"Domestic Share(s)"	ordinary share(s) in the share capital of the Company
	with a nominal value of RMB1.00 each, which are
	subscribed for and paid up in Renminbi and which are
	currently not listed or traded on any stock exchange
"Domestic Shareholder(s)"	holder(s) of Domestic Share(s)
"EGM"	the 2020 second extraordinary general meeting of the
	Company to be convened on Saturday, 10 October 2020
	to consider and, if thought fit, approve the resolutions in
	relation to (1) 2019 profit distribution plan and dividend
	declaration proposal; (2) proposed appointment of non-
	executive Director; and (3) proposed appointment of
	independent non-executive Director
"H Share(s)"	ordinary share(s) in the share capital of the Company,
	with a nominal value of RMB1.00 each, which are listed
	on the Hong Kong Stock Exchange
"H Shareholder(s)"	holders of H Shares
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong"	Hong Kong Special Administrative Region of the PRC
"Hong Kong Stock Exchange"	The Stock Exchange of Hong Kong Limited

- 1 -

	DEFINITIONS
"Latest Practicable Date"	21 September 2020, being the latest practicable date prior
	to the printing of this circular for the purpose of
	ascertaining certain information for inclusion in this
	circular
"Listing Rules"	The Rules Governing the Listing of Securities on The
	Stock Exchange of Hong Kong Limited
"PRC" or "China"	the People's Republic of China which, for the purpose of
	this circular only, shall exclude Hong Kong, the Macau
	Special Administrative Region of the PRC and Taiwan
"RMB"	Renminbi, the lawful currency of the PRC
"Share(s)"	H Share(s) and Domestic Share(s) of the Company
"Shareholder(s)"	holders of the Shares of the Company

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LETTER FROM THE BOARD

Beijing Urban Construction Design & Development Group Co., Limited

北 京城建 設計發 展集團 股 份有 限 公司

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

	(Stock Code: 1599)
Members of the Board:	Registered office:
Executive Directors:	5 Fuchengmen North Street
Wang Hanjun	Xicheng District
Li Guoqing	Beijing
	the PRC

Non-executive Directors:	Principal place of business in Hong Kong:
Pei Hongwei (Chairman)	40th Floor, Sunlight Tower
Tang Shuchang	No. 248 Queen's Road East
Wu Donghui	Wanchai
Guan Jifa	Hong Kong
Ren Yuhang
Su Bin
Yu Xiaojun
Ren Chong

Independent non-executive Directors:

Wang Dexing

Ma Xufei

Sun Maozhu

Liang Qinghuai

Qin Guisheng

22 September 2020

To the Shareholders:

Dear Sir or Madam,

1. 1. 2019 PROFIT DISTRIBUTION PLAN AND DIVIDEND DECLARATION PROPOSAL
2. PROPOSED APPOINTMENT OF NON-EXECUTIVE DIRECTOR
3. 1. PROPOSED APPOINTMENT OF INDEPENDENT

NON-EXECUTIVE DIRECTOR

AND

1. 1. NOTICE OF THE 2020 SECOND EXTRAORDINARY GENERAL MEETING
2. INTRODUCTION
   On behalf of the Board, I invite you to attend the EGM to be held at Conference Room,

5 Fuchengmen North Street, Xicheng District, Beijing, the PRC at 3:00 p.m. on Saturday, 10 October 2020.

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LETTER FROM THE BOARD

The purpose of this circular is to provide you with, among other things:

1. details of 2019 profit distribution plan and dividend declaration proposal;
2. details of proposed appointment of Mr. Wang Tao as a non-executive Director;
3. details of proposed appointment of Mr. Wang Guofeng as an independent non- executive Director; and
4. notice of the EGM.

to enable you to make an informed decision on whether to vote for or against each of the resolutions to be proposed at the EGM.

1. 2019 PROFIT DISTRIBUTION PLAN AND DIVIDEND DECLARATION PROPOSAL

Reference is made to the announcement of the Company dated 19 May 2020. In view of the fact that the Company will not restart its application for the listing of the A shares in the near future, and taking into account of the Company's business operation, the Company intends to make profit distribution in respect of distributable profits for 2019 to bring benefits for Shareholders.

According to the International Financial Reporting Standards, the net profit attributable to the Shareholders of the Company in 2019 was RMB658,085,296.04. After the appropriations to the statutory surplus reserve according to the requirement of relevant law, the proposed profit distribution plan for 2019 of the Company may proceed by distributing dividends of RMB0.1290 (including tax) per Share in cash on the base of the total share capital of 1,348,670,000 Shares as at 31 December 2019, which will result in approximately RMB173,978,430.00 of profit distributed in total, representing approximately 30% of distributable profits in 2019.

On 28 August 2020, the resolution was considered and passed at the meeting of the Board, which is hereby proposed to the EGM for consideration.

To determine the list of the Shareholders entitled to receive the dividend, the register of H Shares of the Company will be closed from Thursday, 15 October 2020 to Tuesday, 20 October 2020, both days inclusive. Holders of H Shares and Domestic Shares whose names appear on the register of members of the Company as at Tuesday, 20 October 2020 will be entitled to receive the final dividend of the Company for 2019 (subject to Shareholders' approval at the EGM). The dividends should be paid to the Shareholders whose names appear on the register of members of the Company as at 20 October 2020 within three months after being approved at the EGM.

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LETTER FROM THE BOARD

In accordance with Article 163 of the Articles of Association, the dividend will be declared in RMB to the Shareholders of the Company. The dividend payable to holders of Domestic Shares will be paid in RMB within three months after the dividend declaration date. The dividend payable to holders of H Shares will be paid in Hong Kong dollars within three months after the dividend declaration date. The amount to be paid in Hong Kong dollars will be converted based on the average closing exchange rate between RMB and Hong Kong dollars issued by the People's Bank of China for the five business days prior to the date of approving the declaration of dividends at the EGM.

1. PROPOSED APPOINTMENT OF MR. WANG TAO AS A NON-EXECUTIVE DIRECTOR

Reference is made to the announcement of the Company dated 28 August 2020 in relation to, among other things, the resignation of Directors. Mr. Yu Xiaojun tendered his resignation as a non-executive Director of the Company and a member of the Audit Committee under the Board on 28 August 2020 due to change of job assignment, with effect from the date of approval for the new appointment of non-executive Director at the EGM. The Board resolved on 28 August 2020 to propose the appointment of Mr. Wang Tao ("Mr. Wang") as a non-executive Director of the second session of the Board.

In accordance with the Articles of Association, the proposed appointment of Mr. Wang is subject to the approval of the Shareholders at the general meeting of the Company. Relevant proposal will be put forward at the EGM for Shareholders' consideration and approval by way of an ordinary resolution.

Biographical details of Mr. Wang are set out below:

Mr. Wang Tao, aged 43, is currently the head of the Finance Department of Beijing Gonglian Highway Connect Line Co., Ltd. (北京市公聯公路聯絡線有限責任公司). Since July 1999, Mr. Wang has been working for Beijing Gonglian Highway Connect Line Co., Ltd. (北 京市公聯公路聯絡線有限責任公司), which is principally engaged in the construction and management of urban roads and facilities. He has successively served as the chief financial officer of a wholly-owned subsidiary, Beijing Gonglian Anda Parking Management Co., Ltd. (北京公聯安達停車管理有限公司), the chief financial officer of a wholly-owned subsidiary, Beijing Gonglian Jieda Highway Maintenance Engineering Co., Ltd. (北京公聯潔達公路養護 工程有限公司), the director of the fund settlement centre of Beijing Gonglian Highway Connect Line Co., Ltd. (北京市公聯公路聯絡線有限責任公司) and the head of the finance department of Beijing Gonglian Highway Connect Line Co., Ltd. (北京市公聯公路聯絡線有限 責任公司). Mr. Wang graduated from Nanjing University of Economics, majoring in investment economics, with a bachelor's degree in economics in June 1999; and graduated from Xi'an University of Technology, majoring in business administration, with a master's degree in business administration in January 2013. Mr. Wang was recognised as a senior accountant by Beijing Senior Specialised Technique Qualification Evaluation Committee in May 2010.

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LETTER FROM THE BOARD

Save as disclosed above, Mr. Wang did not hold any directorships in other listed companies, or any other positions in the Company and any of its subsidiaries in the last three years. Mr. Wang does not have any relationship with any directors, senior management, substantial Shareholders or controlling Shareholders of the Company. As at the Latest Practicable Date, Mr. Wang does not have any interest in the Shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Upon the appointment of Mr. Wang as a non-executive Director of the Company being approved by the Shareholders at the EGM, the Company will enter into a service contract with Mr. Wang in accordance with applicable Chinese laws and regulations. The term of office of Mr. Wang is for a term starting from the date of the approval by the Shareholders at the EGM to the expiry date of the terms of office of the members of the current Board. Mr. Wang will not receive any director's fees for acting as a Director.

Save as disclosed above, there is no other information in relation to the appointment of Mr. Wang which is required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

IV. PROPOSED APPOINTMENT OF MR. WANG GUOFENG AS AN INDEPENDENT

NON-EXECUTIVE DIRECTOR

Reference is made to the announcement of the Company dated 28 August 2020 in relation to, among other things, the resignation of Directors. Mr. Wang Dexing tendered his resignation as an independent non-executive Director, chairman of the Remuneration Committee and member of the Nomination Committee under the Board on 28 August 2020 for reasons of his age, with effect from the date of approval for the new appointment of independent non-executive Director at the EGM. The Board resolved on 28 August 2020 to propose the appointment of Mr. Wang Guofeng as an independent non-executive Director of the second session of the Board.

In accordance with the Articles of Association, the proposed appointment of Mr. Wang Guofeng is subject to the approval of the Shareholders at the general meeting of the Company. Relevant proposal will be put forward at the EGM for Shareholders' consideration and approval by way of an ordinary resolution.

Biographical details of Mr. Wang Guofeng are set out below:

Mr. Wang Guofeng, aged 62, worked in the aeronautical survey team and the aeronautical survey and computer office of the Second Highway Survey and Design Institute (第二公路勘 察設計院航測隊、航測電算室) under the Ministry of Communications from 1982 to 1986; he served as the deputy section chief and section chief of the personnel division, director of the Organisation Department of the Party Committee, deputy secretary of the Party Committee and senior engineer of the Second Highway Survey and Design Institute (第二公路勘察設計院) under the Ministry of Communications from 1986 to 1997; deputy director of Wuhan

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LETTER FROM THE BOARD

Municipal Transportation Committee (武漢市交通委員會) from 1997 to 1999; secretary of the Party Committee, chairman and general manager of China Highway Consulting Group Co., Ltd. (中國公路諮詢集團有限公司), as well as director of the R&D Centre of Spatial Information Application and Disaster Prevention Technology for the Transportation Industry (交通運輸行業空間信息應用與防災技術研發中心) from 1999 to 2016; deputy chief engineer of China Communications Construction Company Limited and chairman of China Communications Railway Design and Research Institute Co., Ltd. (中交鐵道設計研究總院有 限公司) from 2016 to January 2018; and consultant of China Highway Engineering Consulting Corporations (中國公路工程諮詢集團有限公司) from January 2018 to November 2018. Mr. Wang Guofeng received a bachelor's degree in engineering from Wuhan Technical University of Surveying and Mapping in 1982; a master's degree in economics from Huazhong University of Science and Technology in 1996; and a doctorate degree in management engineering from Beijing University of Technology in 2006. Mr. Wang Guofeng was recognized as a researcher by the Specialised Technique Qualification Evaluation Committee of the State Bureau of Surveying and Mapping in September 2004, and a professor-level senior engineer by the Specialised Technique Qualification Evaluation Committee of China Communications Construction Group in August 2009. He received a practising certificate as a registered consulting (investment) engineer from the Development and Reform Commission in August 2003, a practising certificate as a registered constructor (Class A) from the Ministry of Housing and Urban-Rural Development in April 2008, a practising certificate as a registered surveyor from the National Administration of Surveying, Mapping & Geoinformation in March 2009, and a practising certificate as a national registered civil engineer from Ministry of Human Resources and Social Security in April 2011.

Regarding the appointment of Mr. Wang Guofeng as an independent non-executive Director of the Company mentioned above, the Nomination Committee of the Board has conducted preliminary review on qualification and conditions of Mr. Wang Guofeng and made recommendations to the Board according to the Diversity Policy on Members of the Board of Directors of the Company by taking into comprehensive consideration of the various factors including skills, experience, independence, knowledge on the business of the Company, the combination of each factor (including gender and age) and other factors relating to the operation efficiency of the Board. By taking into comprehensive consideration of the above factors, the Board believes that Mr. Wang Guofeng is an independent person.

Save as disclosed above, Mr. Wang Guofeng did not hold any directorships in other listed companies, or any other positions in the Company and any of its subsidiaries in the last three years. Mr. Wang Guofeng does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company. As of the Latest Practicable Date, Mr. Wang Guofeng does not have any interest in the Shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Upon the appointment of Mr. Wang Guofeng as an independent non-executive Director of the Company being approved by the Shareholders at the EGM, the Company will enter into a service contract with Mr. Wang Guofeng in accordance with applicable Chinese laws and

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LETTER FROM THE BOARD

regulations. The term of office of Mr. Wang Guofeng is for a term starting from the date of the approval by the Shareholders at the EGM to the expiry date of the terms of office of the members of the current Board. Pursuant to the service contract, Mr. Wang Guofeng shall be entitled to an annual Director's fee of HK$150,000 before tax (while individual income tax will be withheld and paid by the Company). Such amount has been determined by the Board by reference to his duties and responsibilities to the Company, the Company's policy for independent non-executive Director's fee and the prevailing market conditions.

Save as disclosed above, there is no other information in relation to the appointment of Mr. Wang Guofeng which is required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

1. EGM

The EGM is to be held at Conference Room, 5 Fuchengmen North Street, Xicheng District, Beijing, the PRC at 3:00 p.m. on Saturday, 10 October 2020 to consider and approve the resolutions in relation to (1) 2019 profit distribution plan and dividend declaration proposal; (2) proposed appointment of Mr. Wang Tao as a non-executive Director; and (3) proposed appointment of Mr. Wang Guofeng as an independent non-executive Director. The notice of the EGM is set out on pages 10 to 11 in this circular.

If you intend to appoint a proxy to attend the EGM, you are required to complete and return the proxy form in accordance with the instructions printed thereon as soon as possible. For holders of H Shares, the proxy form should be returned to the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong in hand or by post not less than 24 hours before the time stipulated for convening the EGM or any adjourned meeting thereof. Completion and return of the proxy form will not preclude you from attending and voting in person at the EGM or any adjourned meeting thereof if you so wish.

The register of members of the Company will be closed from Wednesday, 7 October 2020 to Saturday, 10 October 2020 (both days inclusive) for the purpose of determining Shareholders who will be entitled to attend and vote at the EGM, during which period no transfer of Shares will be registered.

For the purposes of ascertaining Shareholders' entitlement to attend and vote at the EGM, all transfer documents together with the relevant share certificates must be lodged to the Company's H Share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for H Shareholders) or the registered address of the Company (for Domestic Shareholders) for registration not later than 4:30 p.m. on Tuesday, 6 October 2020. Shareholders whose names appear on the register of members of the Company on Saturday, 10 October 2020, will be entitled to attend the EGM and to vote thereat.

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LETTER FROM THE BOARD

VI. VOTES BY WAY OF POLL

According to the Listing Rules and the Articles of Association, the resolutions set out in the notice of the EGM will be voted on by way of poll. Poll results will be posted on the website of the Company at www.bjucd.com and the website of Hong Kong Exchanges and Clearing Limited at www.hkexnews.hk after the conclusion of the EGM.

VII. RECOMMENDATIONS

The Directors are of the view that the resolutions in relation to (1) 2019 profit distribution plan and dividend declaration proposal; (2) proposed appointment of Mr. Wang Tao as a non-executive Director; and (3) proposed appointment of Mr. Wang Guofeng as an independent non-executive Director are in the interests of the Company and its Shareholders as a whole. Accordingly, the Board recommends the Shareholders to vote in favour of the above resolutions.

Yours faithfully,

By order of the Board

Beijing Urban Construction Design & Development Group Co., Limited

Pei Hongwei

Chairman

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NOTICE OF THE 2020 SECOND EXTRAORDINARY GENERAL MEETING

Beijing Urban Construction Design & Development Group Co., Limited

北 京城建 設計發 展集團 股 份有 限 公司

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

(Stock Code: 1599)

NOTICE OF THE 2020 SECOND EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2020 Second Extraordinary General Meeting (the "EGM") of Beijing Urban Construction Design & Development Group Co., Limited (the "Company") will be held at Conference Room, 5 Fuchengmen North Street, Xicheng District, Beijing, the PRC at 3:00 p.m. on Saturday, 10 October 2020, to consider and, if thought fit, approve the following resolutions:

Ordinary Resolutions

1. To consider and approve the 2019 profit distribution plan and dividend declaration proposal;
2. To consider and approve the appointment of Mr. Wang Tao as non-executive director of the Company; and
3. To consider and approve the appointment of Mr. Wang Guofeng as an independent non-executive director of the Company.

By order of the Board

Beijing Urban Construction Design & Development Group Co., Limited

Pei Hongwei

Chairman

Beijing, 22 September 2020

As at the date of this notice, the executive directors of the Company are Wang Hanjun and Li Guoqing; the non-executive directors of the Company are Pei Hongwei, Tang Shuchang, Wu Donghui, Guan Jifa, Ren Yuhang, Su Bin, Yu Xiaojun and Ren Chong; and the independent non-executive directors of the Company are Wang Dexing, Ma Xufei, Sun Maozhu, Liang Qinghuai and Qin Guisheng.

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NOTICE OF THE 2020 SECOND EXTRAORDINARY GENERAL MEETING

Notes:

1. The register of members of the Company will be closed from Wednesday, 7 Otctober 2020 to Saturday, 10 October 2020, both days inclusive, during which period no transfer of shares will be registered. Holders of H shares and domestic shares whose names appeared on the register of members of the Company as at Saturday, 10 October 2020 shall be entitled to attend and vote at the EGM. Holders of H shares of the Company who intend to attend and vote at the EGM must lodge all transfer documents accompanied by the relevant H share certificates with the Company's H share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong no later than 4:30 p.m. on Tuesday, 6 October 2020 for registration.
2. The register of members of H shares of the Company will be closed from Thursday, 15 October 2020 to Tuesday, 20 October 2020, both days inclusive, during which period no transfer of H shares will be registered. Holders of H shares and domestic shares whose names appeared on the register of members of the Company as at Tuesday, 20 October 2020 shall be entitled to receive the final dividend of the Company for 2019 which is subject to the shareholders' approval at the EGM. Holders of H shares of the Company who intend to be entitled to the final dividend of the Company for 2019 must lodge all transfer documents accompanied by the relevant H share certificates with the Company's H share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong no later than 4:30 p.m. on Wednesday, 14 October 2020 for registration.
3. A shareholder entitled to attend and vote at the EGM may appoint one or more proxies to attend and vote in his stead. A proxy need not be a shareholder of the Company but must attend the EGM in person to represent the relevant shareholder.
4. The instrument appointing a proxy must be in writing under the hand of a shareholder or his attorney duly authorised in writing. If the shareholder is a corporation, the instrument must be executed either under its common seal or under the hand of its director(s) or duly authorised attorney. If the instrument is signed by an attorney of the shareholder, the power of attorney authorising that attorney to sign, or other documents of authorisation, must be notarised.
5. In order to be valid, the proxy form together with the notarised power of attorney or other documents of authorisation (if any) must be deposited at the secretariat of the board of directors of the Company at 5 Fuchengmen North Street, Xicheng District, Beijing, the PRC for holders of domestic shares and at the Company's H share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong for holders of H shares not less than 24 hours before the time stipulated for convening the EGM (or any adjournment thereof) (as the case may be). Completion and return of a proxy form will not preclude a shareholder from attending and voting in person at the EGM (or any adjournment thereof). If no direction is given, the proxy will be entitled to vote or abstain as he or she thinks fit.
6. The EGM is estimated to last for about half a day. Shareholders or their proxies who attend the EGM (or any adjournment thereof) shall bear their own travelling and accommodation expenses. Shareholders or their proxies shall produce their identity documents when attending the EGM (or any adjournment thereof).
7. In accordance with Article 163 of the Articles of Association, the dividend will be declared in RMB to the Shareholders of the Company. The dividend payable to holders of Domestic Shares will be paid in RMB within three months after the dividend declaration date. The dividend payable to holders of H Shares will be paid in Hong Kong dollars within three months after the dividend declaration date. The amount to be paid in Hong Kong dollars will be converted based on the average closing exchange rate between RMB and Hong Kong dollars issued by the People's Bank of China for the five business days prior to the date of approving the declaration of dividends at the EGM.

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