Shui On Land : MAJOR AND CONNECTED TRANSACTION IN RELATION TO THE PROPOSED ACQUISITION OF ALL THE REMAINING INTEREST HELD BY BSREP CXTD HOLDINGS L.P. IN CHINA XINTIANDI HOLDING COMPANY LIMITED - DELAY IN DESPATCH OF CIRCULAR

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.

Shui On Land Limited 瑞安房地產有限公司*

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 272)

MAJOR AND CONNECTED TRANSACTION

IN RELATION TO THE PROPOSED ACQUISITION OF

ALL THE REMAINING INTEREST HELD BY BSREP CXTD HOLDINGS L.P. IN

CHINA XINTIANDI HOLDING COMPANY LIMITED

DELAY IN DESPATCH OF CIRCULAR

Reference is made to the announcement of the Company dated 31 December 2018 (the "Announcement") in respect of, amongst other things, the Acquisition. Capitalized terms used herein shall have the same meanings as defined in the Announcement unless the context herein requires otherwise.

The Acquisition constitutes a major transaction for the Company under Chapter 14 of the Listing Rules. As disclosed in the Announcement, since no Shareholder is required to abstain from voting if an extraordinary general meeting was convened for the approval of the Acquisition, the Company has obtained written shareholders' approval for the Acquisition. As a result, no extraordinary general meeting will be convened to consider the Acquisition.

Pursuant to Rule 14.41(a) of the Listing Rules, the Company is required to despatch a circular containing, amongst other things, details about the Acquisition required under the Listing Rules (the "Circular") to the Shareholders within 15 business days after the publication of the Announcement, which is on or before 21 January 2019. As additional time is required to prepare and finalize the information for inclusion in the Circular, including, among other things, financial information of the Group and valuation report of properties held by CXTD, the Company has applied to The Stock Exchange of Hong Kong Limited for a waiver from strict compliance with Rule 14.41(a) of the Listing Rules (the "Waiver"). On 16 January 2019, The Stock Exchange of Hong Kong Limited granted the Waiver to the Company and the despatch date of the Circular is postponed to a date on or before 25 February 2019.

By Order of the Board Shui On Land Limited

Company Secretary

UY Kim Lun

Hong Kong, 17 January 2019

At the date of this announcement, the executive Directors are Mr. Vincent H. S. LO (Chairman), Mr. Douglas H. H. SUNG (Chief Financial Officer) and Ms. Stephanie B. Y. LO; the non-executive Director is Mr. Frankie Y. L. WONG; and the independent non-executive Directors are Sir John R. H. BOND, Dr. William K. L. FUNG, Professor Gary C. BIDDLE, Dr. Roger L. McCARTHY, Mr. David J. SHAW and Mr. Anthony J. L. NIGHTINGALE.

* For identification purposes only