Country Garden : ANNOUNCEMENT PURSUANT TO RULE 13.18 OF THE LISTING RULES FACILITY AGREEMENT WITH SPECIFIC PERFORMANCE COVENANTS

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COUNTRY GARDEN HOLDINGS COMPANY LIMITED

碧 桂 園 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2007) ANNOUNCEMENT PURSUANT TO RULE 13.18 OF THE LISTING RULES FACILITY AGREEMENT WITH SPECIFIC PERFORMANCE COVENANTS

This announcement is made by the Company pursuant to Rule 13.18 of the Listing Rules.

On 17 October 2017, the Company, as the borrower, entered into a Facility Agreement with, inter alia, various banks and financial institutions as the Lenders in relation to a dual tranche transferrable term loan facility denominated in HK$ and US$ in an amount of HK$2,454 million and US$935 million, respectively for a term of four years, which includes a term imposing a specific performance obligation on the controlling shareholders of the Company.

This announcement is made by Country Garden Holdings Company Limited (the "Company" and together with its subsidiaries, collectively the "Group") pursuant to Rule 13.18 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").

On 17 October 2017, the Company, as the borrower, entered into a facility agreement (the "Facility Agreement") with, inter alia, various banks and financial institutions as lenders (the "Lenders"), China Construction Bank Corporation, Hong Kong Branch, as the facility agent (the "Facility Agent"), pursuant to which the Lenders have agreed to make available a dual tranche transferrable term loan facility denominated in HK$ and US$ in an amount of HK$2,454 million and US$935 million, respectively (collectively, the "Loans") to the Company for a term of four years commencing from the date of the Facility Agreement. The Loans to be obtained under the Facility Agreement shall be applied by the Company for financing the general corporate purposes of the Group.

SPECIFIC PERFORMANCE OBLIGATIONS

Pursuant to the terms of the Facility Agreement, among others, the Company has undertaken to make certain prepayment upon the occurrence of the following events (each, a "Prepayment Event"): (i) Ms. YANG Huiyan and Mr. YEUNG Kwok Keung, in aggregate, are not or cease to be the largest beneficial owner of the entire issued share capital of the Company; (ii) Ms. YANG Huiyan and Mr. YEUNG Kwok Keung, in aggregate, do not, or cease to, beneficially own at least 40 per cent. of the entire issued share capital of the Company; (iii) Ms. YANG Huiyan and Mr. YEUNG Kwok Keung do not, or cease to, have Control over the Company; and (iv) neither Mr. YEUNG Kwok Keung nor Ms. YANG Huiyan is the chairperson of the board of directors of the Company. For the purpose of this paragraph, "control" means the power to decide the management and policies of the Company whether through the ownership of voting capital, by contract or otherwise.

Upon the occurrence of a Prepayment Event, (a) the available facilities under the Loans will be immediately cancelled; and (b) all the Loans, together with accrued interest, and all other amounts accrued or outstanding under the Finance Documents (as defined under the Facility Agreement) shall become due and payable on the date falling 15 business days after the occurrence of a Prepayment Event.

The Company will continue to make relevant disclosure under its subsequent interim and annual reports pursuant to Rule 13.21 of the Listing Rules as long as circumstances giving rise to the obligations under Rule 13.18 of the Listing Rules continue to exist.

By order of the board of directors

Country Garden Holdings Company Limited MO Bin

President and Executive Director

Foshan, Guangdong Province, the PRC, 17 October 2017

As of the date of this announcement, the executive directors of the Company are Mr. YEUNG Kwok Keung (Chairman), Ms. YANG Huiyan (Vice Chairman), Mr. MO Bin (President), Ms. YANG Ziying, Mr. YANG Zhicheng, Mr. XIE Shutai, Mr. SONG Jun, Mr. LIANG Guokun and Mr. SU Baiyuan. The non-executive director of the Company is Mr. CHEN Chong. The independent non-executive directors of the Company are Mr. LAI Ming, Joseph, Mr. SHEK Lai Him, Abraham, Mr. TONG Wui Tung, Mr. HUANG Hongyan, Mr. MEI Wenjue and Mr. YEUNG Kwok On.