Xinhua Winshare Publishing and Media : VOLUNTARY ANNOUNCEMENT THE RENEWAL OF MANDATE TO ACQUIRE WEALTH MANAGEMENT PRODUCTS WITH IDLE SELF-OWNED FUNDS

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XINHUA WINSHARE PUBLISHING AND MEDIA CO., LTD.

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

(Stock Code: 811)

VOLUNTARY ANNOUNCEMENT

THE RENEWAL OF MANDATE TO ACQUIRE WEALTH MANAGEMENT

PRODUCTS WITH IDLE SELF-OWNED FUNDS

This announcement is made voluntarily by Xinhua Winshare Publishing and Media Co., Ltd.* (the "Company", together with its subsidiaries, the "Group").

The board (the "Board") of directors (the "Directors") of the Company, at the first meeting of the fourth session of the Board for 2021 held on 2 March 2021, considered and approved the 'Resolution Regarding the Renewal of Grant of Mandate to the Company to Acquire Wealth Management Products with Idle Self-owned Funds', pursuant to which, the Board resolved that the Group shall continue acquiring wealth management products (the "Wealth Management Products") from the banks with idle self-owned funds not exceeding RMB1.3 billion, taking into account the actual situation and needs of the Company and its subsidiaries, with details as follows:

I. DETAILS OF THE ACQUISITION OF WEALTH MANAGEMENT PRODUCTS

• (1) Purposes of the acquisition of the Wealth Management Products

  To more efficiently make use of the idle self-owned funds of the Group, the Group intends to acquire the low-risk Wealth Management Products with temporarily idle self-owned funds to enhance the Group's gains on investment while satisfying the daily operation needs of the Group.

• (2) The limit of mandate for the acquisition of the Wealth Management Products

  The limit of the mandate to acquire the Wealth Management Products proposed by the Group with idle self-owned funds shall not exceed RMB1.3 billion, which shall be jointly utilised by the Company and its wholly-owned and controlled subsidiaries on a rolling basis.

• (3) The term of mandate for the acquisition of the Wealth Management Products

  The mandate shall be effective from the date of consideration and approval by the Board to 31 December 2021, pursuant to which, the management of the Company is authorised to handle specific matters in relation to the organisation and implementation of the acquisition, including but not limited to designation of personnel for market research, formulation and implementation of proposals regarding the acquisition in light of the situation of the working capital of the Group, selection of product types to be acquired as well as signing of contracts and agreements.

• (4) Product life of the Wealth Management Products

  The Wealth Management Products are intended to be mainly in short and medium terms, the longest of which shall be under one year.

• (5) Source of funds for the acquisition of the Wealth Management Products

  The Group shall acquire the Wealth Management Products with self-owned funds of the Group.

• (6) Types of the Wealth Management Products

  For the purpose of investment risk control, the Wealth Management Products with high security, high liquidity and low risks shall be acquired.

• (7) Disclosure of information on the acquisition of the Wealth Management Products

  The Group shall make disclosure on the status of the acquisition of the Wealth Management Products by the Group in accordance with relevant laws, regulations and regulatory requirements.

II. RISK CONTROL MEASURES

In respect of the investment risks that may arise from the acquisition of Wealth Management Products, the Group implements the following internal control:

• (I) Within the limit of mandate, the Board will authorise the management to exercise relevant decision-making right and sign relevant contracts, and the financial management centre of the Company will impose strict supervision over the Wealth Management Products acquired. During the term of entrusted wealth management, the financial management centre and the trustee of entrusted wealth management will maintain close contact and keep track of the operation of wealth management funds in a timely manner to ensure the security of funds and maximise the gains. If any risk factors that may affect the Group's fund security are identified, the Group will adopt corresponding measures in a timely manner to control the investment risks.

• (II) During the term of mandate, the independent non-executive Directors and the supervisory committee of the Company can monitor and inspect the status of the acquisition of the Wealth Management Products at any time and appoint professional institutions to conduct audit when necessary. The Group will carry out the relevant internal management system effectively and control the risks strictly.

(III) The Group will establish approval and execution procedures in relation to the sound utilisation of funds to ensure the effective and standard funds operation.

III. IMPACTS ON THE GROUP

Major financial indicators of the Group in the preceding year and the stub period:

Unit: RMB10'000

Major Financial Information	30 September 2020	31 December 2019
Total assets	1,679,076.97	1,532,450.35
Total liabilities	725,555.31	620,453.71
Net assets	953,521.66	911,996.63
Net assets attributable to shareholders of the listed company	963,792.49	920,724.98
January to September 2020	January to December 2019
Net cash flows from operating activities	132,826.54	136,441.05

There was no acquisition of large amount Wealth Management Products by the Group while having substantial liabilities.

The limit of mandate for the acquisition of Wealth Management Products by the Group shall not exceed RMB1.3 billion, representing 30.08% of the cash and cash equivalents in the amount of RMB4,321,797,100 as at the end of the preceding period, and will not have a significant impact on the principal business, financial condition, operating results and cash flow of the Group in the future. The Group, having made sufficient estimations and assessments on the risks and gains arising from the acquisition of Wealth Management Products and future demand for funds, believes that such use of funds will not have any impact on the daily capital turnover requirements and the development of business operations and principal businesses of the Company and its wholly-owned and controlled subsidiaries. Meanwhile, through wealth management, the Group will be able to more efficiently make use of its idle funds to obtain gains on investments and bring higher returns on investments for its shareholders.

The Group has adopted the New Financial Instruments Standards since 2018, and the Wealth Management Products are presented under "financial assets held for trading".

• IV. AS AT THE DATE OF THIS ANNOUNCEMENT, THE STATUS OF THE GROUP'S ENTRUSTED FINANCIAL MANAGEMENT WITH ITS SELF-OWNED FUNDS IN THE PAST 12 MONTHS

  As at the date of this announcement, the status of the Group's entrusted wealth management with self-owned funds of the Company in the past 12 months is as follows:

  Unit: RMB10' 000

  Type of Wealth Management Products	Actual amount of investment	Actual recovery of principal	Actual gains	Outstanding principal amount (Note)
  Bank wealth management	129,800.00	129,800.00	3,347.46	0
  Maximum daily investment in the last 12 months	129,800.00
  Maximum daily investment in the last 12 months/Net assets in the last year (%)	14.23
  Accumulated gains from entrusted wealth management for the past 12 months/Net profit for the past year (%)	2.98
  Wealth management limit utilised currently	129,800.00
  Unutilised wealth management limit	200.00
  Total wealth management limit	130,000.00

  Notes:

  • 1. The actual amount of investment is the maximum daily balance of Wealth Management Products in the last 12 months.

  • 2. The outstanding principal amount is the unexpired principal amount.

• V. RISK WARNING

  The Wealth Management Products acquired by the Group are low-risk wealth management products. However, the Wealth Management Products may be subject to market risk, liquidity risk, credit risk and other risks. Faced with various risks, the yield of the Wealth Management Products will fluctuate, and the gains arising from the Wealth Management Products are uncertain.

  The Group has established and optimised the approval and execution procedures for the use of funds to ensure the effective implementation and regulated operation of the use of funds. During the term of entrusted wealth management, the Group and the trustee of entrusted wealth management will maintain close contact and keep track of the operation of wealth management funds in a timely manner. If any risk factors that may affect the Group's fund security are identified, the Group will adopt corresponding measures in a timely manner to control the investment risks.

Investors should note that the Company or its subsidiaries will acquire the Wealth Management Products within the limit of mandate from the Board and enter into legally binding contracts with relevant financial institutions upon actual acquisition. The Company shall make further disclosure and/or seek approval from the shareholders of the Company (if applicable) as required under the relevant provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited as and when appropriate.

By Order of the Board

XINHUA WINSHARE PUBLISHING AND MEDIA CO., LTD.*

Chairman

He Zhiyong

Sichuan, the PRC, 3 March 2021

As at the date of this announcement, the Board comprises (a) Mr. He Zhiyong and Mr. Chen Yunhua as executive Directors; (b) Mr. Luo Jun, Mr. Zhang Peng and Mr. Han Xiaoming as non-executive Directors; and (c) Mr. Chan Yuk Tong, Ms. Xiao Liping and Mr. Fang Bingxi as independent non-executive Directors.

* For identification purposes only