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.(A joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 6806) POLL RESULTS OF THE 2023 ANNUAL GENERAL MEETING AND PAYMENT OF CASH DIVIDEND THE 2023 ANNUAL GENERAL MEETING Reference is made to the circular of Shenwan Hongyuan Group Co. Ltd. (the “Company”) dated June 6 2024 (the “Circular”) in relation to the 2023 annual general meeting (the “AGM”). Unless otherwise indicated capitalized terms used in this announcement shall have the same meaning as those defined in the Circular.Convening and Attendance of the Meeting The AGM of the Company was held at 2:00 p.m. on Friday June 28 2024 at the Company’s conference room No. 19 Taipingqiao Street Xicheng District Beijing the PRC. The AGM was convened by the Board and presided over by Mr. Liu Jian the chairman of the Board. Voting for the resolutions proposed to the Shareholders at the AGM was conducted by poll which included both onsite voting by poll and for A Shareholders only online voting by poll. Representatives of Shareholders of the Company representatives of Supervisors representatives of Beijing Alliance J&S Law Firm the PRC legal adviser of the Company and Computershare Hong Kong Investor Services Limited the Company’s H Share registrar were appointed by the Company as the scrutineers for the AGM.The convening and holding of the AGM were in compliance with the requirements of the applicable laws and regulations of the PRC and the Articles of Association. Mr. Liu Jian and Mr.Huang Hao being executive Directors of the Company; Mr. Ren Xiaotao Ms. Zhang Ying and Mr.Shao Yalou being non-executive Directors of the Company; and Ms. Yeung Siuman Shirley Mr.Wu Changqi Mr. Chen Hanwen and Mr. Zhao Lei being independent non-executive Directors of the Company attended the AGM and Mr. Zhang Yigang and Mr. Zhu Zhilong being non- executive Directors of the Company failed to attend the AGM due to work reasons; 3 Supervisors and the secretary to the Board attended the AGM and the members of the senior management also observed the AGM.The total number of issued Shares of the Company as at the date of the AGM was 25039944560 comprising 22535944560 A Shares and 2504000000 H Shares which was the total number of Shares that entitled the Shareholders to attend and vote for or against or abstain from voting on the - 1 -resolutions proposed at the AGM. As at the date of this announcement to the best knowledge information and belief of the Directors JIC directly holds 6596306947 Shares with voting rights of the Company (representing approximately 26.34% of the total issued share capital of the Company) and Central Huijin directly holds 5020606527 Shares with voting rights of the Company (representing approximately 20.05% of the total issued share capital of the Company) and JIC and Central Huijin have abstained from voting on the resolution No. 7.1 at the AGM; Shanghai Jiushi (Group) Co. Ltd. directly holds 1212810389 Shares with voting rights of the Company (representing approximately 4.84% of the total issued share capital of the Company) Sichuan Development Holding Co. Ltd. directly holds 1124543633 Shares with voting rights of the Company (representing approximately 4.49% of the total issued share capital of the Company) and Xinjiang Financial Investment (Group) Company Limited (新疆金融投资(集团)有限责任公 司) directly holds 400095559 Shares with voting rights of the Company (representing approximately 1.60% of the total issued share capital of the Company) and all of them have abstained from voting on the resolution No. 7.2 at the AGM. Save as disclosed above there was norestriction on any Shareholders casting votes on the proposed resolutions (the “ProposedResolutions”) at the AGM. There were no Shares held by any Shareholders entitling the holders thereof to attend the AGM but to abstain from voting for the resolutions at the AGM pursuant to Rule 13.40 of the Listing Rules and no Shareholder was required under the Listing Rules to abstain from voting. No party had stated its intention in the Circular to vote against or to abstain from voting on any of the Proposed Resolutions.Details for the attendance of the Shareholders and their authorized proxies at the AGM are set out as follows: Number of Shareholders and authorized proxies attending the AGM 54 Of which: Number of A Shareholders 53 Number of H Shareholders 1 Total number of the voting Shares held by the attendees (shares) 15417785966 Of which: Total number of Shares held by A Shareholders 15327698094 Total number of Shares held by H Shareholders 90087872 Percentage of the total number of voting Shares of the Company 61.5728% Of which: Percentage of the voting Shares held by A Shareholders to the total number of voting Shares 61.2130% Percentage of the voting Shares held by H Shareholders to the total number of voting Shares 0.3598% - 2 -Poll Results The poll results in respect of the Proposed Resolutions are set out as follows: Number of Votes & No. Ordinary Resolutions Percentage of the Total Voting Shares For Against Abstain 1. To consider and approve the 2023 Work Report of the 15412393165 1903405 3489396 Board of Directors 99.9650% 0.0123% 0.0226% 2. To consider and approve the 2023 Work Report of the 15412393165 1903405 3489396 Board of Supervisors 99.9650% 0.0123% 0.0226% 3. To consider and approve the 2023 Annual Financial 15412391815 1904755 3489396 Report 99.9650% 0.0124% 0.0226% 4. To consider and approve the 2023 Profit Distribution 15414062418 1693155 2030393 Plan 99.9758% 0.0110% 0.0132% 5. To consider and approve the 2023 Annual Report 15412391815 1904755 3489396 99.9650%0.0124%0.0226% Number of Votes & No. Special Resolution Percentage of the Total Voting Shares For Against Abstain 6. To consider and approve the Resolution regarding the 15153680802 262064271 2040893 Granting of General Mandate to the Board of Directors 98.2870% 1.6998% 0.0132% to Issue Additional Shares of the Company Number of Votes & No. Ordinary Resolutions Percentage of the Total Voting Shares For Against Abstain 7. To consider and approve the Resolution regarding the Estimated Ordinary Related Party Transactions for 2024 7.1 Ordinary related party transactions with China 3796926844 1904755 2040893 Jianyin Investment Ltd. and its subsidiaries 99.8962% 0.0501% 0.0537% 7.2 Ordinary related party transactions with other 13076476196 1914755 2040993 related parties 99.9698% 0.0146% 0.0156% 8. To consider and approve the Resolution regarding the 15413857818 1897755 2030393 Arrangement of Interim Profit Distribution for 2024 99.9745% 0.0123% 0.0132% - 3 -Number of Votes & No. Special Resolutions Percentage of the Total Voting Shares For Against Abstain 9. To consider and approve the Resolution regarding the Public Issuance of Corporate Bonds 9.1 Issuance size 15413830318 1914755 2040893 99.9743%0.0124%0.0132% 9.2 Issuance method 15413830318 1914755 2040893 99.9743%0.0124%0.0132% 9.3 Arrangement for placement to the Shareholders of 15413830318 1914755 2040893 the Company 99.9743% 0.0124% 0.0132% 9.4 Terms of bonds 15413840318 1904755 2040893 99.9744%0.0124%0.0132% 9.5 Types of bonds 15413840318 1904755 2040893 99.9744%0.0124%0.0132% 9.6 Interest rates of bonds and determination methods 15413840318 1904755 2040893 99.9744%0.0124%0.0132% 9.7 Target subscribers 15413830318 1914755 2040893 99.9743%0.0124%0.0132% 9.8 Place of listing 15413840318 1903115 2042533 99.9744%0.0123%0.0132% 9.9 Use of proceeds 15413840318 1904755 2040893 99.9744%0.0124%0.0132% 9.10 Guarantees 15413830218 1914755 2040993 99.9743%0.0124%0.0132% 9.11 Validity period of the resolution 15413841668 1903405 2040893 99.9744%0.0123%0.0132% 9.12 Authorization 15413840218 1904855 2040893 99.9744%0.0124%0.0132% 10. To consider and approve the Resolution regarding the 15196744469 218444504 2596993 Amendments to the Articles of Association 98.5663% 1.4168% 0.0168% 11. To consider and approve the Resolution regarding the 15413831568 1913505 2040893 Amendments to the Rules of Procedure of the General 99.9744% 0.0124% 0.0132% Meeting 12. To consider and approve the Resolution regarding the 15413831668 1913405 2040893 Amendments to the Rules of Procedure of the Board of 99.9744% 0.0124% 0.0132% Directors - 4 -Number of Votes & No. Ordinary Resolution Percentage of the Total Voting Shares For Against Abstain 13. To consider and approve the Resolution regarding the 15413830318 1914755 2040893 Amendments to the Independent Non-executive Director 99.9743% 0.0124% 0.0132% System As more than one-half of the votes were cast in favor of each of No. 1 to No. 5 No. 7 to No. 8 and No. 13 ordinary resolutions above and more than two-thirds of the votes were cast in favor of the No. 6 No. 9 to No. 12 special resolutions above all resolutions aforementioned were duly passed at the AGM. Apart from the above resolutions no new proposal was submitted for voting and approval.Please refer to the Circular for details of the resolutions. The Circular can be downloaded from the website of the Hong Kong Stock Exchange (www.hkexnews.hk) and the Company’s website (www.swhygh.com).Witness by Lawyers The Company engaged Beijing Alliance J&S Law Firm the PRC legal adviser to witness the AGM. Beijing Alliance J&S Law Firm was of the opinion that the convening and holding procedures of the AGM were in compliance with the requirements of the applicable laws and regulations of the PRC and the Articles of Association and the qualifications of the convener and the attendees of the meeting the voting procedures of the meeting and the poll results were lawful and valid.PAYMENT OF CASH DIVIDEND Upon approval by the Shareholders at the AGM the Board is pleased to announce that details relating to payment of cash dividend to the Shareholders are as follows: The Company will distribute cash dividend for 2023 of RMB0.56 (tax inclusive) per 10 Shares to the Shareholders whose names appear on the register of members of the Company on July 18 2024 (Thursday). The 2023 cash dividend will be distributed on August 20 2024 (Tuesday). The 2023 cash dividend to be distributed will be denominated and declared in RMB of which A Shareholders will be paid in RMB and H Shareholders will be paid in HK dollars. The actual amount of HK dollars to be paid is calculated at the average benchmark exchange rate of RMB against HK dollars (i.e. RMB0.912424 = HK$1.00) published by the People’s Bank of China for the five working days before June 28 2024 (being the date of the AGM) which represents that a cash dividend per 10 H Shares is HK$0.61375 (tax inclusive).- 5 -Close of Register of Members In order to determine the list of the H Shareholders who are entitled to receive cash dividend the H Shares register of members of the Company will be closed from July 15 2024 (Monday) to July 18 2024 (Thursday) (both days inclusive). To be eligible to receive the above said cash dividend H Shareholders must lodge the relevant share certificates together with all transfer documents with the Company’s H Share registrar Computershare Hong Kong Investor Services Limited at Shops 1712-1716 17th Floor Hopewell Centre 183 Queen’s Road East Wanchai Hong Kong not later than 4:30 p.m. on July 12 2024 (Friday).Tax Concession Shareholders of A SharesIn accordance with provisions of the “Notice on Relevant Issues of Implementation of IndividualIncome Tax Policy of Dividends and Bonus Differentiation of Listed Companies” (Cai Shui [2012]No. 85) 《( 关于实施上市公司股息红利差别化个人所得税政策有关问题的通知》(财税[2012]85号)) and the “Notice on Relevant Issues of Individual Income Tax Policy of Dividends andBonus Differentiation of Listed Companies” (Cai Shui [2015] No. 101)《( 关于上市公司股息红利差别化个人所得税政策有关问题的通知》(财税[2015]101号)) issued by the Ministry of Finance the State Taxation Administration and the CSRC for dividends and bonuses of individual investors obtained from listed companies from the date when individual investors obtain shares of the company till the equity registration date if shareholding period is more than one year individual income tax will be exempted; if shareholding period is not more than one year (including one year) the listed company will not withhold and remit individual income tax and the amount of tax payable will be calculated based on the shareholding period when individual investors transfer their shares. As for shareholders of resident enterprises income tax of cash bonus will be paid by themselves. Listed companies will withhold and remit enterprise income tax at the tax rate of 10%for qualified foreign institutional investors (QFII) in accordance with provisions of the “Notice ofState Administration of Taxation on Relevant Issues Regarding the Withholding and Payment of Enterprise Income Tax Relating to the Payment of Dividends Bonus and Interest by PRC ResidentEnterprises to QFII” (Guo Shui Han [2009] No. 47)《( 国家税务总局关于中国居民企业向QFII支付股息、红利、利息代扣代缴企业所得税有关问题的通知》(国税函[2009]47号)). If QFII shareholders are entitled to tax convention (arrangement) treatment regarding dividends and bonuses income obtained by them they can put forward or entrust obligor of withholding and remitting tax to put forward application for enjoying tax convention treatment to the competent taxation authority of the listed companies.In accordance with provisions of the “Notice on Tax Policies about Inter-communication Pilot ofShenzhen-Hong Kong Stock Exchange Mechanism” (Cai Shui [2016] No. 127)《( 关于深港股票市场交易互联互通机制试点有关税收政策的通知》(财税[2016]127号)) as for dividends and bonuses income of Hong Kong market investors (including enterprise and individual) by investing in A shares listed on the Shenzhen Stock Exchange differentiated taxation policy by shareholding period will not be implemented before Hong Kong Securities Clearing Company Limited complies with conditions to provide detailed data including identities of investors and - 6 -shareholding time for China Securities Depository and Clearing Corporation Limited and the listed company will withhold income tax at the tax rate of 10% and go through deduction declaration with the competent taxation authority. As for Hong Kong investors who are tax residents of other countries and whose dividends income tax rate specified in tax convention signed by their countries and China is lower than 10% the enterprises or individuals can put forward or entrust obligor of withholding and remitting tax to put forward application for enjoying tax convention treatment to the competent taxation authority of the listed companies.Shareholders of H SharesIn accordance with provisions of the “Notice of the State Administration of Taxation on IndividualIncome Tax Collection Issues after the Document with the Number of Guo Shui Fa [1993] No. 045Has Been Abolished” (Guo Shui Han [2011] No. 348)《( 国家税务总局关于国税发[1993]045号文件废止后有关个人所得税征管问题的通知》(国税函[2011]348号)) withholding and remittingobligor will withhold and remit individual income tax as per item of “interest dividends andbonus income” for dividends and bonuses income of overseas resident individual shareholders from the domestic non-foreign-funded enterprises by issuing shares in Hong Kong. When the domestic non-foreign-funded enterprise issues shares in Hong Kong its overseas resident individual shareholders will enjoy relevant tax preference in accordance with tax convention signed by China and the country stated in the residential identity and tax arrangement of Mainland China and Hong Kong (Macau). In general tax rate for dividend is 10% in accordance with relevant tax convention and provisions on tax arrangement. To simplify tax collection and management when a domestic non-foreign-funded enterprise that has issued shares in Hong Kong distributes dividends and bonuses individual income tax will be generally withheld and remitted at the tax rate of 10% and application is not necessary. Situations in which tax rate for dividends is not 10% will be handled in accordance with the following provisions: (1) as for residents of countries under the convention whose tax rate is less than 10% withholding and remitting obligor can handle the application for enjoying relevant convention treatment and excessive tax will be refunded upon approval of competent taxation authority; (2) as for residents of countries under the convention whose tax rate is between 10% and 20% withholding and remitting obligor shall withhold and remit individual income tax as per actual tax rate under the convention when distributing dividends and bonuses and no need to handle application and approval issues; (3) as for residents of countries without tax convention and other situations withholding and remitting obligor shall withhold and remit individual income tax at the tax rate of 20% when distributing dividends and bonuses.In accordance with provisions of the “Notice on Relevant Issues that PRC Resident EnterprisesDistribute Dividends to Overseas Non-resident Enterprise Shareholders of H-shares and Withholdand Remit Enterprise Income Tax” (Guo Shui Han [2008] No. 897)《( 关于中国居民企业向境外H股非居民企业股东派发股息代扣代缴企业所得税有关问题的通知》(国税函[2008]897号)) issued by the State Administration of Taxation when PRC resident enterprises distribute dividends for 2008 and future years to overseas non-resident enterprise shareholders of H-shares they will withhold and remit enterprise income tax at the tax rate of 10%.- 7 -In accordance with provisions of the “Notice on Tax Policies about Inter-communication Pilot ofShenzhen-Hong Kong Stock Exchange Mechanism” (Cai Shui [2016] No. 127)《( 关于深港股票市场交易互联互通机制试点有关税收政策的通知》(财税[2016]127号)) H-share companies will withhold individual income tax at the tax rate of 20% for dividend and bonus of individual investors in Mainland China who invest in H-shares listed on the Hong Kong Stock Exchange via Shenzhen-Hong Kong Stock Connect. Individual income tax will be collected in accordance with the above provisions for dividends and bonuses income of the securities investment fund in Mainland China which invests in listed shares of the Hong Kong Stock Exchange via the Shenzhen-Hong Kong Stock Connect. H-share companies will not withhold dividend and bonus income tax for dividends and bonuses of enterprise investors in Mainland China who invest in listed shares of the Hong Kong Stock Exchange via the Shenzhen-Hong Kong Stock Connect and income tax will be paid by the enterprises themselves. Dividends and bonuses income obtained by resident enterprises in the Mainland China as they have continuously held H-shares for 12 months will be exempted from enterprise income tax according to laws.In accordance with current convention of the Hong Kong Inland Revenue Department no taxes will be paid for dividends paid by the Company in Hong Kong.Shareholders of the Company will pay relevant taxes and/or enjoy tax concession in accordance with the above provisions.Profit Distribution to Investors of Northbound Trading For investors of the Hong Kong Stock Exchange (including enterprises and individuals) investingin the A Shares of the Company listed on the Shenzhen Stock Exchange (the “NorthboundTrading”) the Company will distribute the dividends in RMB through the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited to the account of the nominee holding such A Shares. The Company will withhold income tax at the rate of 10% on behalf of the investors and will report to the competent tax authorities for the withholding. For investors of the Northbound Trading involved in the enjoying of tax treaty (arrangement) treatment the withholding will be implemented in accordance with the Announcement of the State Administration of Taxation in relation to the Administration Measures on Preferential TreatmentEntitled by Non-residents under Treaties (SAT Announcement 2019 No. 35)《( 国家税务总局关于发布〈非居民纳税人享受协定待遇管理办法〉的公告》(国家税务总局公告2019年第35号)) andthe “Notice on Tax Policies about Inter-communication Pilot of Shenzhen-Hong Kong StockExchange Mechanism” (Cai Shui [2016] No. 127)《( 关于深港股票市场交易互联互通机制试点有关税收政策的通知》(财税[2016]127号)).The record date and the distribution date of cash dividends and other arrangements for the investors of Northbound Trading will be the same as those for the A Shareholders. Details of the distribution of dividends to the A Shareholders and related matters will be announced in due course.- 8 -Profit Distribution to Investors of Southbound Trading For investors of the Shanghai Stock Exchange and the Shenzhen Stock Exchange (including enterprises and individuals) investing in the H Shares of the Company listed on the Hong Kong Stock Exchange (the “Southbound Trading”) China Securities Depository and Clearing Corporation Limited as the nominee holder for the investors of the Southbound Trading shall receive the cash dividends distributed by the Company and distribute the cash dividends to the relevant investors of the Southbound Trading through its depository and clearing systems. The cash dividends for the investors of Southbound Trading will be distributed in RMB. Pursuant to the“Notice on Tax Policies about Inter-communication Pilot of Shanghai-Hong Kong Stock ExchangeMechanism” (Cai Shui [2014] No. 81)《( 关于沪港股票市场交易互联互通机制试点有关税收政策的通知》(财税[2014]81号)) and the “Notice on Tax Policies about Inter-communication Pilot ofShenzhen-Hong Kong Stock Exchange Mechanism” (Cai Shui [2016] No. 127)《( 关于深港股票市场交易互联互通机制试点有关税收政策的通知》(财税[2016]127号)) for dividends received by domestic individual investors from investing in H Shares listed on the Hong Kong Stock Exchange through the Shanghai-Hong Kong Stock Connect (the “Shanghai-Hong Kong Stock Connect”) and the Shenzhen-Hong Kong Stock Connect (the “Shenzhen-Hong Kong Stock Connect”) the H-share companies shall withhold individual income tax at the rate of 20% on behalf of the investors. For dividends received by domestic securities investment funds from investing in Shares listed on the Hong Kong Stock Exchange through Shanghai-Hong Kong Stock Connect and Shenzhen-Hong Kong Stock Connect the tax payable shall be the same as that for individual investors. The H-share companies will not withhold the income tax of dividends for domestic enterprise investors and those domestic enterprise investors shall report and pay the relevant tax themselves.The record date and the distribution date of cash dividends and other arrangements for the investors of Southbound Trading will be the same as those for the H Shareholders.The Company will have no liability in respect of any claims arising from any delay in or inaccurate determination of the status of the Shareholders or any disputes over the mechanism of withholding.Other Matters In view of the preliminary market information and on the basis of the principle of prudence and taking into account of the needs of corporate governance additional time is required for the Company to advance and complete the appointment of the audit firms for 2024 and internal procedures. The Company will hold a separate extraordinary general meeting before the end of 2024 to seek Shareholders’ approval for the appointment of the audit firms for 2024. The Company will disclose the information in a timely manner in accordance with the relevant provisions of the Listing Rules. The terms of office of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers (collectively “PwC”) the current auditors of the Company expired at the conclusion of the AGM. The Company has communicated with PwC regarding relevant - 9 -matters. PwC confirms that there are no disagreements or unresolved matters with the Company and there are no matters relating to the above matters that are required to be brought to the attention of the Shareholders of the Company.By order of the Board Shenwan Hongyuan Group Co. Ltd.Liu Jian Chairman Beijing the PRC June 28 2024 As at the date of this announcement the Board comprises Mr. Liu Jian and Mr. Huang Hao as executive directors; Mr. Ren Xiaotao Mr. Zhang Yigang Mr. Zhu Zhilong Ms. Zhang Ying and Mr. Shao Yalou as non-executive directors; Ms. Yeung Siuman Shirley Mr. Wu Changqi Mr. Chen Hanwen and Mr. Zhao Lei as independent non-executive directors.