Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

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

(Stock Code: 6066)

  1. POLL RESULTS OF THE 2021 SECOND EXTRAORDINARY GENERAL MEETING HELD ON MAY 14, 2021;
  1. CHANGE OF INDEPENDENT NON-EXECUTIVE DIRECTORS; AND
  1. AMENDMENTS TO THE ARTICLES OF ASSOCIATION

Reference is made to the circular of CSC Financial Co., Ltd. (the "Company") dated April 27, 2021 (the "Circular"). Unless the context otherwise requires, capitalized terms used herein shall have the same meanings as those defined in the Circular.

  1. POLL RESULTS OF THE 2021 SECOND EXTRAORDINARY GENERAL MEETING HELD ON MAY 14, 2021
    The 2021 second extraordinary general meeting (the "EGM") of the Company was held at 9:30 a.m. on Friday, May 14, 2021 at Multi-function Hall, B1/F, Office Building of CSC Financial Co., Ltd., No. 188 Chaonei Avenue, Dongcheng District, Beijing, PRC. The EGM was convened in accordance with the Company Law and the Articles of Association.
    The EGM was convened by the Board. No resolution was rejected or amended at the EGM, and no new resolution was proposed at the EGM for voting and approval.
    As at the date of convening the EGM, the total number of issued Shares of the Company is 7,756,694,797 Shares (including 6,495,671,035 A Shares and 1,261,023,762 H Shares), which is the total number of Shares entitling the holders to attend and vote on the resolutions at the EGM. A total of 11 Shareholders and proxies, holding an aggregate of 5,206,692,151 Shares with voting rights of the Company, representing approximately 67.13% of the total Shares with voting rights of the Company, have attended the EGM.

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To the best knowledge, information and belief of the Board after having made all reasonable enquiries, there were no restrictions on any Shareholders to cast votes on any of the resolutions at the EGM. None of the Shareholders has any material interest in the matters considered at the EGM and is required to abstain from voting at the EGM. There were no Shares of the Company entitling the holders to attend the EGM but abstain from voting in favour as set out in Rule 13.40 of the Listing Rules. None of the Shareholders is required to abstain from voting on the resolutions proposed at the EGM in accordance with the Listing Rules. None of the Shareholders has stated his/her/its intention in the Circular to vote against or to abstain from voting on any of the EGM resolutions at the EGM. All EGM resolutions were put to vote by way of poll.

The poll results in respect of the resolutions proposed at the EGM were as follows:

ORDINARY RESOLUTIONS

NO. OF SHARES VOTED

FOR

AGAINST

ABSTAIN

1.

To consider and approve the resolution on election

5,203,691,942

2,804,209

196,000

of Mr. Po Wai Kwong as an Independent Non-

99.942378%

0.053858%

(0.003764%)

Executive Director of the Company

2.

To consider and approve the resolution on election

5,203,691,942

2,804,209

196,000

of Mr. Lai Guanrong as an Independent Non-

(99.942378%)

(0.053858%)

(0.003764%)

Executive Director of the Company

3.

To consider and approve the resolution on

5,206,429,151

67,000

196,000

establishment of an asset management subsidiary

(99.994949%)

(0.001287%)

(0.003764%)

5.

To consider and approve the resolution on change

5,206,429,351

66,800

196,000

of business scope of the Company

99.994953%

0.001283%

0.003764%)

SPECIAL RESOLUTIONS

NO. OF SHARES VOTED

FOR

AGAINST

ABSTAIN

4.

To consider and approve the resolution on the

5,203,509,399

2,524,752

658,000

provision of net capital guarantee commitment for

(99.938872%)

(0.048490%)

(0.012638%)

the Asset Management Subsidiary

6.

To consider and approve the resolution on

5,205,967,351

66,800

658,000

amendments to the Articles of Association

99.986079%

0.001283%

0.012638%

As more than half of the votes were cast in favour of the above ordinary resolutions 1 to 3 and 5, those resolutions were duly passed by the Shareholders.

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As more than two-thirds (inclusive) of the votes were cast in favour of the above special resolutions 4 and 6, those resolutions were duly passed by the Shareholders.

In compliance with the requirements of the Articles of Association and the Listing Rules, Computershare Hong Kong Investor Services Limited (the Company's H Share registrar), two representatives from the Company's Shareholders, one supervisor of the Company and representatives from Beijing Tian Yuan Law Firm (the Company's PRC legal advisers) acted as the scrutineers for the vote-taking at the EGM.

The lawyers of Beijing Tian Yuan Law Firm witnessed the 2021 second EGM of the Company and certified that the convening and holding procedures, qualification of the attendees and voting procedures of the EGM conformed to the requirements of PRC law, regulations and the Articles of Association; qualification of the attendees of on-site meetings of the EGM and qualification of the conveners are lawful and valid; the voting procedure and voting results of the EGM were lawful and valid.

  1. CHANGE OF INDEPENDENT NON-EXECUTIVE DIRECTORS
    Reference is made to the announcement of the Company dated March 31, 2021 in relation to the change of independent non-executive directors. Mr. Feng Genfu ("Mr. Feng") and Ms. Zhu Shengqin ("Ms. Zhu"), the independent non- executive directors of the Company, have tendered their resignations as the independent non-executive directors of the Company and the relevant duties as committee members of the special committees of the Board (Mr. Feng resigned as the committee members of the Development Strategy Committee and the Audit Committee, Ms. Zhu resigned as the committee members of the Audit Committee and the Remuneration and Nomination Committee). The resignation of Mr. Feng and Ms. Zhu will take effect on the date when the two independent non-executive directors mentioned below duly assume their duties. Mr. Feng and Ms. Zhu have confirmed that they have no disagreement with the Board and there are no other matters relating to their resignations that need to be brought to the attention of the shareholders of the Company.

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Mr. Po Wai Kwong ("Mr. Po") and Mr. Lai Guanrong ("Mr. Lai") were elected as the independent non-executive directors of the Company. Mr. Po and Mr. Lai will officially assume office when the resolution on their appointment is approved at the EGM of the Company, with a term of office ending until the expiry of the term of the second session of the Board of the Company. Upon approval of the appointment of Mr. Po and Mr. Lai at the EGM, the Company will sign an appointment letter with Mr. Po and Mr. Lai. As the independent non-executive directors of the Company, each of Mr. Po and Mr. Lai will receive a directors' emolument of RMB180,000 (tax inclusive) from the Company each year, and will receive allowances for participating in Board meetings. For the specific amount of remuneration, please refer to the annual report of the Company. Please refer to the Circular for the biographical details and other details of Mr. Po and Mr. Lai. As at the date of this announcement, there has been no change to such information.

The Board of the Company hereby expresses its sincere gratitude to Mr. Feng and Ms. Zhu for their contribution to the Company during their tenure and would like to take this opportunity to welcome Mr. Po and Mr. Lai to join the Board.

  1. AMENDMENTS TO THE ARTICLES OF ASSOCIATION
    Reference is made to the Circular relating to, among other things, the proposed amendments to the Articles of Association published by the Company on April 27, 2021. The Board announces that such proposed amendments to the Articles of Association were duly approved by the Shareholders at the EGM. However, it shall become effective subject to obtaining the necessary approval or permission from the regulatory authorities in relation to the establishment of an asset management subsidiary and the corresponding change of the business scope of the Company.

By Order of the Board

CSC Financial Co., Ltd.

Wang Changqing

Chairman

Beijing, the PRC

May 14, 2021

As at the date of this announcement, the executive Directors of the Company are Mr. WANG Changqing and Mr. LI Geping; the non-executive Directors of the Company are Mr. YU Zhongfu, Mr. WANG Xiaolin, Ms. ZHANG Qin, Ms. ZHU Jia, Mr. WANG Hao; and the independent non-executive Directors of the Company are Mr. DAI Deming, Mr. BAI Jianjun, Mr. LIU Qiao, Mr. Po Wai Kwong and Mr. Lai Guanrong.

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CSC Financial Co. Ltd. published this content on 14 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 May 2021 16:58:15 UTC.