China International Marine Cntnrs Gp : ANNOUNCEMENT ON ENTERING INTO THE QIANHAI LAND PREPARATION AGREEMENT BY A WHOLLY-OWNED SUBSIDIARY

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CHINAINTERNATIONALMARINECONTAINERS(GROUP)CO.,LTD.

中國國際海運集裝箱（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: 2039)

ANNOUNCEMENT ON ENTERING INTO THE QIANHAI LAND

PREPARATION AGREEMENT BY A WHOLLY-OWNED SUBSIDIARY

This announcement is made pursuant to the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Cap. 571, Laws of Hong Kong) and Rule 13.09(2) of the Listing Rules.

The Board hereby announces that on 29 September 2019, to implement the Comprehensive Planning for Qianhai Shenzhen-Hong Kong Cooperation on Modern Service Industry and the new arrangements for Qianhai at Shekou, Shenzhen, as a part of China (Guangdong) Pilot Free Trade Zone formulated by the State Council and Shenzhen Municipal Government, which are led by the government and for the best interest of social and public needs, aiming to realise the implementation of infrastructure and public undertakings in transportation, water, education, culture and municipal public utilities by government organisations, the Planning and Natural Resources Bureau of Shenzhen Municipality (Shenzhen UPLRCS being its predecessor), Qianhai Authority and Southern CIMC reached an agreement on the preparation issues of the Three Land Parcels and entered into the land preparation agreement.

1. OVERVIEW
   This announcement is made pursuant to the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Cap. 571, Laws of Hong Kong) and Rule 13.09(2) of the Listing Rules. Southern CIMC, a wholly-owned subsidiary of the Company, entered into
   the Land Preparation Framework Agreement with the Urban Planning, Land and Resources Commission of Shenzhen Municipality* (深圳市規劃和國土資源委員會) (hereinafter referred to as "Shenzhen UPLRCS") and the Authority of Qianhai Shenzhen-HongKong Modern Service Industry Cooperation Zone of Shenzhen* (深圳市前海深港現代服務業合 作區管理局) (hereinafter referred to as "Qianhai Authority") on 9 October 2017 in respect of the land preparation issues of the land parcels T102-0152,T102-0153 and T102-0154 located in Qianhai, Shenzhen with a site area of 524,000 sq.m. in aggregate (hereinafter referred to as the "Three Land Parcels") after friendly negotiation based on the principles of respecting history, complying with arrangements, setting aside controversies, sharing interests and achieving win-win development. On 19 February 2019, to further supplement the relevant provisions of the Land Preparation Framework Agreement, Southern CIMC and Qianhai Authority entered into the fourth supplemental agreement to the Shenzhen Land Use Right Granting Contract (Shen Di He Zi (2006) No. 0193) (hereinafter referred to as the

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"Fourth Supplemental Agreement"), and, at the same time, discharged the original contract on the land parcel T102-0152 and ceased to perform the rights and obligations as stipulated

therein. On 27 February 2019, Qianhai CIMC City Property Development (Shenzhen) Co., Ltd.* (前海集城實業發展（深圳）有限公司) and Qianhai CIMC Cloud Property Development (Shenzhen) Co., Ltd.* (前海集雲實業發展（深圳）有限公司), wholly-owned subsidiaries

of the Company designated by the Company, entered into the Shenzhen Land Use Right Granting Contract (Shen Qian Hai Di He Zi (2018) No. 0010) and the Shenzhen Land Use Right Granting Contract (Shen Qian Hai Di He Zi (2019) No. 0001) with Qianhai Authority in respect of the land parcels No. T102-0289 and No. T102-0290 of the Phase I Land (part of the land is located within the land parcel T102-0152), respectively. For relevant information, please refer to related announcements published by the Company on China Securities Journal, Shanghai Securities News, Securities Times, Cninfo website (www.cninfo.com. cn) and the Company's website (www.cimc.com) (Announcement No.: [CIMC]2017-071,[CIMC]2017-072 and [CIMC]2019-007), as well as the HKEXnews website of the Hong Kong Stock Exchange (www.hkexnews.hk) on 9 October 2017 and 28 February 2019.

To implement the Comprehensive Planning for Qianhai Shenzhen-Hong Kong Cooperation on Modern Service Industry and the new arrangements for Qianhai at Shekou, Shenzhen, as a part of China (Guangdong) Pilot Free Trade Zone formulated by the State Council and Shenzhen Municipal Government, which are led by the government and for the best interest of social and public needs, aiming to realise the implementation of infrastructure and public undertakings in transportation, water, education, culture and municipal public utilities by government organisations, on 29 September 2019, the Planning and Natural Resources Bureau of Shenzhen Municipality (Shenzhen UPLRCS being its predecessor), Qianhai Authority and Southern CIMC reached an agreement on the preparation issues of the Three Land Parcels and entered into the land preparation agreement (hereinafter referred to as the "Preparation Agreement" or the "Land Preparation").

1. BASIC INFORMATION ABOUT THE PARTIES TO THE PREPARATION AGREEMENT

1.	Party A:	The Planning and Natural Resources Bureau of
		Shenzhen Municipality
	Correspondence address:	Municipal Planning Building, No. 8009 Hongli West
		Road, Futian District, Shenzhen
2.	Party B:	Qianhai Authority
	Correspondence address:	Office complex, Qianhai Shenzhen - Hongkong
		Cooperation Zone, South of the conjunction of
		Dongbin Road and Yueliangwan Boulevard, Nanshan
		District, Shenzhen
3.	Party C:	Southern CIMC
	Company name:	Shenzhen Southern CIMC Containers Manufacture
		Co., Ltd.
	Company type:	a company with limited liability
	Date of establishment:	18 December 1995

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Registered address:	Room 109A, 1/F, CIMC R&D Centre, No. 2 Gangwan
	Avenue, Zhaoshang Street, Nanshan District, Shenzhen
Registered capital:	RMB137,698,700
Principal activities:	Manufacturing and repairing of containers; processing
	and manufacturing of various related mechanical
	components, structural components and equipment
	(100% of the products are exported); design and
	manufacturing of new types of special machinery
	and equipment for roads and ports and container
	stockpiling business (excluding dangerous goods)
Shareholding structure:	As of the date of this announcement, the Company
	holds 100% equity interest in Southern CIMC.

1. BASIC INFORMATION ABOUT THE THREE LAND PARCELS
   The scope of the Three Land Parcels (i.e. the land parcels T102-0152,T102-0153 and T102-0154) is located within the development unit 07 and 09 of Qianhai Shenzhen-Hongkong Modern Service Industry Cooperation Zone of Shenzhen, covering a total area of 524,000 sq.m.

IV. PRINCIPAL TERMS AND PERFORMANCE ARRANGEMENTS OF THE PREPARATION AGREEMENT

1. Implementation Measures of the Land Preparation

The specific implementation measures of the Land Preparation are as follows:

1. The parties agreed that Qianhai Authority shall withdraw all the sites within the scope of preparation in the Three Land Parcels as stipulated in the Preparation Agreement.
2. The parties agreed to calculate the compensation value of the Land Preparation to Southern CIMC by means as ascertained in the Preparation Agreement and offer Southern CIMC or the parent company of Southern CIMC, namely the Company or its wholly-owned subsidiaries, the swaps for land use right with equivalent value under the new land use arrangements at same value (hereinafter referred to as the "Swap Sites").

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1. Calculation of Compensation Value
2. 1. The parties agreed that in respect of the Land Preparation, 1 January 2015 was the time of land value assessment under the new and original land use arrangements as well as the commencement date of the term of land use of the Swap Sites. The term of land use was determined in accordance with the maximum term permissible under national regulations.
   2. The parties agreed that in respect of the Land Preparation, the compensation value of the land use right under the original land use arrangements shall be determined
      by the arithmetic average of the assessment results prepared by the Shenzhen Real Estate Evaluation and Development Research Center* (深圳市房地產評估和發展 研究中心) as well as the assessment results engaged by Southern CIMC.
   3. The parties agreed that in respect of the compensation value of the land use right under the new land use arrangements in the Land Preparation, the land appreciation gains shall be determined first by deducting the compensation value of the land use right under the original land use arrangements from the assessment results prepared by the Shenzhen Real Estate Evaluation and Development Research Center and then the compensation to Southern CIMC shall be 40% of the remaining balance from the land appreciation gains less 5% of policy rigid expenses.
3. Compensation Value
4. 1. Pursuant to the requirements of the Preparation Agreement, the assessment results of the value of land use right under the original land use arrangements as well as the compensation value to Southern CIMC are as follows:
      According to eleven Land Appraisal Reports and Land Appraisal Reports including Shen Fang Gu Zi (2019) No. 021 prepared by the Shenzhen Real Estate Evaluation and Development Research Center, engaged by the Planning and Natural Resources Bureau of Shenzhen Municipality, as well as the Land Appraisal Report Shen Tong Cheng Pin Zi (2019A) (Gu) Zi 08QCT No. 002 prepared by the Shenzhen Touchstone Evaluation and Consultancy Co., Ltd., the parties agreed that the total compensation value of the Land Preparation to Southern CIMC shall be RMB12,890,778,491, the calculation of which is as follows (rounding to the nearest integral):

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No.	Item	Amount (RMB)
1	The assessment value under the original land use	1,763,101,723
	arrangements prepared by the Shenzhen Real Estate
	Evaluation and Development Research Center
2	The assessment value under the original land use	2,099,102,700
	arrangements prepared by Shenzhen Touchstone
	Evaluation and Consultancy Co., Ltd. engaged by
	Southern CIMC
3	The compensation value under the original land use	1,931,102,211
	arrangements [(1+2)/2]
4	The assessment value under the new land use	30,772,355,578
	arrangements by the Shenzhen Real Estate Evaluation
	and Development Research Center
5	The land appreciation gains (4-3)	28,841,253,367
6	The policy rigid expenses in a proportion of 5%	1,442,062,668
	(5*5%)
7	The compensation value in a proportion of 40% under	10,959,676,280
	the new land use arrangements [(5-6)*0.4]
	Total compensation value (3+7)	12,890,778,491

4. Swap Plans for the Land Use Right and Related Matters

The parties agreed to swap the land use right with equivalent value to Southern CIMC or the parent company of Southern CIMC, namely the Company or its wholly-owned subsidiary, at the compensation value to which Southern CIMC is entitled (totaling RMB12,890,778,491).

Under the conditions that the principle of planning indicators remains unchanged, the business is relatively balanced, and that the land parcels are relatively concentrated, the parties agreed that the site area of the Swap Sites is approximately 92,100 sq.m., and the total gross floor area is approximately 627,900 sq.m. Details of the planning indicators of the Swap Sites are set out in the table below:

Table of Indicators of the Swap Sites

Site area (m2)		92,095.97
Total gross floor area (m2)		627,900
Offices (m2)		442,820
Commercial apartments (m2)		38,280
Business (m2)	75,500 (above ground)
54,400	(underground)
Public, transportation, and municipal	12,900 (above ground)
ancillary facilities (m2)	4,000	(underground)

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The parties confirmed that the value of the land use right of the above-mentioned Swap Sites is RMB12,516,416,615, and the difference between such value and the compensation value to which Southern CIMC is entitled (totaling RMB12,890,778,491) is RMB374,361,876. The parties agreed to resolve the issue of land use right swaps bearing the same value in respect of such difference through separate negotiation.

The final coordinates, area, and planning indicators of the Swap Sites shall be subject to the relevant terms of the Land Use Right Granting Contracts. The land premium of the Swap Sites will not be separately charged.

Qianhai Authority agreed to enter into the Land Use Right Granting Contracts with respect to the above-mentioned Swap Sites with Southern CIMC or the parent company of Southern CIMC, namely the Company or its wholly-owned subsidiaries within three months from the date of completion of the registration of the real estate cancellation of the Three Land Parcels under the Preparation Agreement. The commencement date of the land use right of the Swap Sites was 1 January 2015, and the term for land use was determined in accordance with the maximum term permissible under national regulations. Commercial apartments within the Swap Sites can be sold in the market.

1. 1. Land Disposal and Property Right Cancellation
      Within 30 days upon the Preparation Agreement taking effect, upon Southern CIMC applying to the Shenzhen Real Estate Registration Center for the property right cancellation of the Three Land Parcels under the Preparation Agreement in accordance

   with the procedures stipulated in the Interim Regulation on Real Estate Registration 《( 不動產登記暫行條例》), all land use right of the sites within the scope of preparation shall be fully withdrawn by Qianhai Authority, to which Southern CIMC shall have no objection. If Southern CIMC fails to apply in due term out of its own reasons, the Planning and Natural Resources Bureau of Shenzhen Municipality together with Qianhai Authority may directly apply for the cancellation.

   1. Effective Date of the Preparation Agreement
      The Preparation Agreement shall take effect from the date of signing and affixing the official seal by the legal representatives or authorised representatives of the parties thereto.
2. OTHER ARRANGEMENTS
   The Preparation Agreement does not involve any personnel placement or land lease, nor does it result in any connected transactions upon the completion of the execution. The Preparation Agreement does not involve any transfer of the equity interest, change in the senior management or other arrangements.

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VI. PURPOSE OF ENTERING INTO THE AGREEMENT AND ITS IMPACT ON THE GROUP

The Company considers that entering into the Preparation Agreement provides an opportunity to accelerate the progress of the land preparation in Qianhai, and is beneficial for the Group to seize the opportunity to develop, upgrade and transform Shenzhen City, enhancing the overall effectiveness of the existing resources of the Group and the Shareholders' return, and is in the interests of the Company and the Shareholders as a whole.

VII. RISK WARNING

The Land Preparation plan is ultimately subject to the consideration and approval by the Shareholders' meeting of the Company. Any matters not covered in the Land Preparation will be further communicated and negotiated among the parties and specified by entering into supplemental agreement(s)/other agreement(s) separately. Investors should be aware of the possible uncertainties associated with the matter and the investment risks associated with this matter.

VIII. GENERAL INFORMATION

The Company is a limited liability company established in the PRC, the H Shares and A Shares of which are listed on the Main Board of the Hong Kong Stock Exchange and the Shenzhen Stock Exchange, respectively. The Group is principally engaged in the manufacture of containers, road transportation vehicles, energy, chemical and liquid food equipment, offshore engineering, logistics service, airport equipment, etc.

Southern CIMC is a wholly-owned subsidiary of the Company, and as at the date of this announcement, the Company owns 100% of its issued share capital. Southern CIMC is principally engaged in businesses including manufacturing and repairing of containers; processing and manufacturing of various related mechanical components, structural components and equipment, as well as the design and manufacturing of new types of special machinery and equipment for roads and ports and container stockpiling business (excluding dangerous goods).

The Planning and Natural Resources Bureau of Shenzhen Municipality and Qianhai Authority are agencies of the PRC government.

IX. RESOLUTIONS CONSIDERED AT THE BOARD MEETING

Resolutions in respect of the Land Preparation were considered and approved at the 6th meeting in 2019 of the ninth session of the Board on 29 September 2019, at which no connected Director was required to abstain from voting on such resolutions. The Land Preparation is still subject to the consideration and approval by the Shareholders' meeting of the Company.

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1. DEFINITIONS "A Share(s)"
   "Board"
   "Company"
   "Director(s)" "Group" "H Share(s)"
   "Hong Kong"
   "Hong Kong Listing Rules"
   "PRC"
   "RMB" "HK$" "Share(s)"
   "Shareholder(s)"
   "Hong Kong Stock Exchange"
   "Southern CIMC"

the domestic ordinary share(s) in the registered share capital of the Company with a nominal value of RMB1.00 each, which are listed on the Shenzhen Stock Exchange and traded in RMB

the board of Directors of the Company

China International Marine Containers (Group) Co., Ltd.* (中國 國際海運集裝箱（集團）股份有限公司), a joint stock company

with limited liability incorporated in the PRC under the Company Law of the PRC in January 1980, the H Shares and A Shares of which are listed on the Hong Kong Stock Exchange and the Shenzhen Stock Exchange, respectively

the director(s) of the Company

the Company and its subsidiaries

the overseas-listed foreign share(s) in the registered share capital of the Company with a nominal value of RMB1.00 each, which are listed on the Hong Kong Stock Exchange and traded in Hong Kong dollars

the Hong Kong Special Administrative Region of the PRC

the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange

the People's Republic of China which, for the purpose of this announcement, excludes Hong Kong, the Macau Special Administrative Region and Taiwan

Renminbi, the lawful currency of the PRC

Hong Kong dollars, the lawful currency of Hong Kong

the share(s) of the Company, including the A Share(s) and H Share(s)

the holder(s) of the Share(s) of the Company

the Stock Exchange of Hong Kong Limited

Shenzhen Southern CIMC Containers Manufacture Co., Ltd.* (深 圳南方中集集裝箱製造有限公司)

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"substantial	has the meaning as ascribed thereto under the Hong Kong Listing
Shareholder(s)"	Rules
"Listing Rules"	Shenzhen Listing Rules and/or Hong Kong Listing Rules
"%"	per cent

This announcement is available for reviewing on the website of the Company (http://www.cimc.com) and the HKEXnews website of the Hong Kong Stock Exchange (http://www.hkexnews.hk).

By order of the Board

China International Marine Containers (Group) Co., Ltd.

YU Yuqun

Company Secretary

Hong Kong, 29 September 2019

As at the date of this announcement, the Board comprises Mr. WANG Hong (Chairman), Mr. LIU Chong (Vice-chairman), Mr. HU Xianfu and Mr. MING Dong as non-executive Directors; Mr. MAI Boliang as an executive Director; and Mr. HE Jiale, Mr. PAN Zhengqi and Ms. LUI FUNG Mei Yee, Mabel as independent non-executive Directors.

• For identification purpose only

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