Public Notice regarding China Guangfa Bank Co., Ltd.’s 2010 Increase of Shares

 

To satisfy business expansion needs and to comply with regulations, China Guangfa Bank Co., Ltd. (“CGB”) plans to issue new shares (“Share Increase”) in accordance with the Resolution regarding the Plan on the 2010 Additional Share Issuance (“Share Increase Plan”) passed by the first special shareholder meeting of 2010 held on April 8th, 2010 in order to raise capital and capital sufficiency ratio.

1.              Important Reminder

1.1          On April 8th, 2010, CGB’s first special shareholder meeting of 2010 passed the Share Increase Plan. The Share Increase Plan was approved by the China Banking Regulatory Commission (“CBRC”).

1.2          The relevant contents of this Public Notice may be revised in accordance with the requirements of the CBRC and/or the authorization of the shareholder meeting.

2.              Basic Information regarding the Share Increase

2.1          Type of shares issued: RMB ordinary shares.

2.2          Par value of each share: RMB 1.00.

2.3          Day of record of share increase: July 5th, 2010 (“R Date”).

2.4          Target investors: each registered shareholder that is compliant with the requirements of the regulatory authorities as of R Date and third parties confirmed in accordance with Section 3.4.

2.5          Number of share issued: based on the 11,978,843,727 total shares of CGB as of R Date, issue 2.858 shares for every 10 shares, for a total of no more than 3,423,553,537 shares (“Total Shares Increased”).

2.6          Subscription price of each share: RMB 4.38 per share.

2.7          Capital to be raised: the Share Increase is expected to raise no more than RMB 15,000,000,000 in total.

2.8          The Share Increase shall be carried out by the way of “two rounds of subscription and one time payment”.

3.              Share Subscription

3.1          During the first round of the Share Increase, shareholders may subscribe for all or part of a portion of the Total Shares Increased based on its shareholding proportion in CGB as of R Date. The subscription price for each share is RMB 4.38. The price to be paid by the shareholder is the number of shares it intends to subscribe for multiplied by the subscription price of each share.

3.2          If the Total Shares Increased has not been fully subscribed for in the first round, the second round shall be held. Those shareholders who have fully subscribed for available shares in the first round and actually paid the subscription price for second round shares may participate in the second round. In the second round of the Share Increase, the shareholder may subscribe for all or part of a portion of the shares remaining in the second round based on its shareholding proportion as of R Date.

3.3          Shareholders shall subscribe for first round shares within the period from July 7th, 2010 to July 22nd, 2010 and also pay for both first round shares and second round shares during this period.

3.4          If, after the second round, the Total Shares Increased has not been fully subscribed, CGB has the right to designate one or more shareholders and/or any third-parties to purchase the remainder at the price provided in Section 2.6.

4.              Fee for Share Increase

CGB will not collect any commitment fees, transfer fees, stamp tax, commission charge or other fees from the shareholders for the Share Increase. However, all expenses and relevant taxes thereof arising from the shareholders’ participation in the Share Increase shall be borne by the shareholders.

5.              CGB’s Contact Information

Contact personCao Huafeng, Wang Zhicong, Liu Ying

Contact telephone020-38322703 38322663 38323673

Fax020-87311722

Contact addressThe Board Office Rm.3008, CGB Tower, No. 83, Road Nong Lin Xia, Guangzhou

Postal code510080

6.              Other

6.1          This Public Notice is written in both Chinese and English. If there is any inconsistency between the Chinese version and the English version, the Chinese version shall prevail.

6.2          CGB’s board of directors has the sole right to interpret this Public Notice.

 

China Guangfa Bank Co., Ltd.

July 6th, 2010