7980bfd8-ebdf-478b-89a2-743c5cbc4c10.pdf

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.


中國中鐵股份有限公司

CHINA RAILWAY GROUP LIMITED

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

(Stock Code: 390)


This overseas regulatory announcement is made pursuant to Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.


Please refer to the attached Further Announcement of "Participating in Purchasing Shares of Bandar Malaysia Sdn Bhd by China Railway Group Limited" published by China Railway Group Limited on the Shanghai Stock Exchange website on 8 January 2016 for your information.


By Order of the Board

China Railway Group Limited LI Changjin

Chairman


8 January 2016


As at the date of this announcement, the executive directors of the Company are LI Changjin (Chairman) and YAO Guiqing; and the independent non-executive directors are GUO Peizhang, WEN Baoman, ZHENG Qingzhi and NGAI Wai Fung.


A Shares Stock Name: China Railway

H Shares Stock Name: China Railway

Announcement No.: Lin 2016-005

A Shares Stock Code: 601390

H Shares Stock Code: 00390

Announcement No.: Lin 2016-005


Further Announcement Participating in Purchasing Shares of Bandar Malaysia Sdn Bhd by China Railway Group Limited


The board of directors of China Railway Group Limited (the "Company") and all the directors hereby undertake that this announcement does not have any false or misleading statements or any material omissions, and assume the joint and several liability for the truthfulness, accuracy and completeness of the contents.


Recently, certain domestic and overseas media have reported on the purchase of 60% of the equity interest in Bandar Malaysia Sdn Bhd (hereinafter, "BMSB") from 1MDB Real Estate Sdn Bhd (hereinafter, "1MDBRE") by the consortium (hereinafter, the "Consortium") comprising China Railway Engineering Corporation (M) Sdn Bhd, a wholly-owned subsidiary of the Company, and Iskandar Waterfront Holdings Sdn Bhd, a Malaysian company. Among others, some media reported that the transaction price was MYR7.41 billion. This amount is different from the purchase price of MYR5.279 billion payable by the Consortium as stated in the Announcement "Participating in Purchasing Shares of Bandar Malaysia Sdn Bhd by China Railway Group Limited" (Lin 2016-003) published by the Company on 4 January 2016. The discrepancy between the two amounts is hereby explained as follows:


The discrepancy between the two amounts is caused by the difference in the connotation of such amounts. Pursuant to the Share Sale Agreement entered into between the Consortium and 1MDBRE on 31 December 2015, the purchase price of MYR5.279 billion payable by the Consortium for the purchase of 60% of the equity interest in BMSB is 60% of the equity interest value of BMSB based on current conditions. The parties have reached consensus that the Consortium will also assume its relevant portion of liabilities and costs in relation to the investment, which amounts to approximately MYR2.131 billion. This is however subject to mutual agreement on the final amounts of such liabilities and costs and the relevant third party consents being procured. The relevant details will be finalised within the completion period over the next six months. The two amounts above total to MYR7.41 billion. The Company will issue further announcement when the relevant matters have been finalised.


Notice is hereby given.


The Board of Directors of China Railway Group Limited

9 January 2016

China Railway Group Limited issued this content on 2016-01-09 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 2016-01-08 16:35:20 UTC

Original Document: http://www.mzcan.com/china/601390/boardresolutions/340/EN/Overseas Regulatory Announcement-Further Announcement of Participating in Purchasing Shares of Bandar Malaysia Sdn Bhd by China Railway Group Limited_eAAJAkiAL8au.pdf