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DONGJIANG ENVIRONMENTAL COMPANY LIMITED*

東江環保股份有限公司

(a joint stock limited company incorporated in the People's Republic of China)

(Stock Code: 00895) CHANGES TO THE REGISTERED CAPITAL AND ARTICLES OF ASSOCIATION

Reference is made to the announcements of Dongjiang Environmental Company Limited* (the

Company'') dated 26 September 2013, 20 November 2014, 10 December 2014, 17 December

2014 and 24 December 2014, and the circular of the Company dated 28 November 2013 (the "Circular") in relation to, among other things, the adoption of the Restricted A Share Incentive Scheme, the grant, the repurchase and cancellation of reserved Restricted A Shares thereunder. Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the Circular.
The Restricted A Share Incentive Scheme has been approved at the EGM, the A Shares Class Meeting and the H Shares Class Meeting on 13 January 2014, respectively, by way of special resolutions (the "Shareholders' Resolutions"), pursuant to which, a mandate has been given to the Board or its authorised person to, among other things, make appropriate amendments to the articles of association of the Company (the "Articles of Association").
On 20 November 2014, the grant of a reserved portion of Restricted A Shares ("Reserved Restricted A Shares") under the Restricted A Share Incentive Scheme was considered and approved at the 13th meeting of the fifth session of the Board. On 15 December 2014, the Company had repurchased a total of 390,000 of its own restricted A shares (the "Repurchased Shares") and the Repurchased Shares had later been cancelled on 17 December 2014 (the "Cancellation"). On 24 December 2014, the issuance of 880,000 Reserved Restricted A Shares the Share Incentive Participants have been completed (the "Grant").
On 7 January 2015, the 15th meeting of the fifth session of the Board has considered and approved (the "Board's Resolutions"), among other things, the changes to the registered capital and the Articles of Association as a result of the completion of the Cancellation and the Grant.

CHANGES TO THE REGISTERED CAPITAL AND ARTICLES OF ASSOCIATION

Pursuant to the Shareholders' Resolutions, the completion of the Cancellation and the Grant and
the Board's Resolutions, the Company is making corresponding changes to its registered capital
and its Articles of Association.
The share capital of the Company has been increased from 347,346,841 Shares (comprising
267,291,841 A Shares and 80,055,000 H Shares) to 347,836,841 Shares (comprising
267,781,841 A Shares and 80,055,000 H Shares), and the registered capital of the Company has been increased from RMB347,346,841 to RMB347,836,841. Set out below are the amended article 21 and article 24 of the Articles of Association:-

Article 21

The share capital of the Company currently is 347,836,841 ordinary shares, with a par value of RMB 1 per share, including 267,781,841 A shares, representing 76.98% of the total share capital of the Company, and 80,055,000 H shares, representing 23.02% of the total share capital of the Company.

Article 24

The registered capital of the Company currently is RMB347,836,841.
The full text of the Articles of Association is available at the websites of the Company and the
Hong Kong Stock Exchange.
By order of the Board

Dongjiang Environmental Company Limited * Zhang Wei Yang

Chairman

Shenzhen, the People's Republic of China, 7 January 2015

As at the date of this announcement, the board of directors (the "Directors") of the Company comprises three executive Directors, being Mr. Zhang Wei Yang, Mr. Chen Shu Sheng and Mr. Li Yong Peng; two non-executive directors, being Mr. Feng Tao and Ms. Sun Ji Ping; and three independent non-executive Directors, being Mr. Qu Jiu Hui, Mr. Wong Hin Wing and Mr. Wang Ji De.

* For identification purpose only

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