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公司公告

方大B:2014年第一次临时股东大会决议公告(英文版)2014-01-25  

						Stock Code: 000055, 200055 Stock ID: Fangda Group, Fangda B Announcement No. 2014-08

               China Fangda Group Co., Ltd.
     Announcement on Resolution of the 2014 First Provisional
                    Shareholders' Meeting
     The members of the Board, supervisors and senior management of the Company guarantee
that the announcement is free from any false information, misleading statement or material
omission and are jointly and severally liable for the information’s truthfulness, accuracy and
integrity.
1. Important Statement
      No proposal has been added, rejected or changed during this meeting.
2. Particulars
     1. Time/date: 9:30AM, January 24, 2014 (Friday)
     2. Venue: Multi-function Hall, Fangda Building 1/F
     3. Way of meeting: Onsite
     4. Caller: The Board of Directors of the Company
     5. Host: Chairman Xiong Jianming
     6. The notice of the meeting was issued on January 9, 2014. The agenda and related issues
were released on Securities Times, China Securities Journal, Shanghai Securities Daily, Hong
Kong Commercial Daily (English) and www.cninfo.com.cn on the following dates:
     (1) Announcement on Providing of Guarantee for Wholly-Owned Subsidiary was published
on August 10, 2013;
     (2) Announcement on Providing of Guarantee for Shenzhen Fangda Property Development
Co., Ltd. was published on January 4, 2014.
     (3) Announcement of China Fangda Group Co., Ltd. on Fangda Town Renovation Project
Investment was published on January 9, 2014.

     7. Delegates at the meeting: directors, supervisors, senior executives and witness lawyers.
     8. The meeting complies with the Company Law, Share Listing Rules, and the Articles of
Association of the Company.
3. Particulars about the delegates presented the meeting
    Number of shareholders (proxies): 8, representing 115,239,642 shares, accounting for 15.23%
of the total voting shares of the Company.
    Including:
    (1) Presenting of A-share holders:
   Number of A-share holders (proxies): 4, representing 87,696,536 shares, accounting for
20.83% of the total voting A-shares of the Company.
   (2) Presenting of B-share holders:
   Number of B-share holders (proxies):4, representing 27,543,106 shares, accounting for
8.20% of the total voting B-shares of the Company.
4. Voting results of the proposals
     (1)Reviewing the proposal of providing guarantees for the Company's fully-owned
subsidiaries (special resolution)


                                                         Objecti
               Represented     In favor    Percentag               Percentag   Waived     Percentag
                                                           on
                  shares        (shares)       e                       e       (shares)       e
                                                        (shares)

    All

shareholders   115,239,642   115,239,642    100%               -       -          -           -

   present

 All A-share

  holders       87,696,536    87,696,536    100%               -       -          -           -

   present

 All B-share

  holders       27,543,106    27,543,106    100%               -       -          -           -

   present

     (2) Reviewing Shenzhen Fangda Property Development Co., Ltd.’s application for bank
credit and providing of a guarantee (Special Resolution);


               Represented     In favor    Percenta    Objection   Percentag   Waived     Percentag

                  shares        (shares)     ge        (shares)        e       (shares)       e

    All
shareholders   115,239,642   115,239,642   100%            -           -          -           -

 presented

 All A-share

  holders       87,696,536    87,696,536   100%            -           -          -           -

   present

 All B-share

  holders       27,543,106    27,543,106   100%            -           -          -           -

   present

     (3)Reviewing the proposal of investing on Fangda Town renovation project
                   Represented      In favor     Percenta   Objection     Percentag       Waived    Percentag

                     shares         (shares)       ge          (shares)       e          (shares)        e

     All

shareholders      115,239,642     115,239,642    100%             -           -             -            -

  presented

 All A-share

   holders         87,696,536      87,696,536    100%             -           -             -            -

   present

 All B-share

   holders         27,543,106      27,543,106    100%             -           -             -            -

   present

     Proposal (1) and (2) are special resolutions and are adopted only with over 2/3 of votes at the
meeting.
5. Lawyers’ Opinion
     1. Law firm: V&T Law Firm
     2. Lawyers: Guo Leiming and Zhen Shaona
     3. Opinion: The convening and holding procedures, qualification of attendees, and voting
procedures of the meeting comply with provisions of applicable laws and the Articles of
Association. Therefore, in our opinion, the resolutions of the shareholders’ meeting are legal and
valid.
6. Reference
     1. Legal Opinion
     2. Shareholders' Meeting Resolution
         The above is for the attention of the shareholders.


                                                                            China Fangda Group Co., Ltd.
                                                                                  Board of Directors
                                                                                      January 25, 2014