Date of announcement 2015/04/13
Time of announcement 22:12:03

Date of events 2015/04/13
To which item it meets paragraph 11

Statement
1.Kind of merger/acquisition (e.g.merger, consolidation, spin-off
,acquisition, or receiving assignment of shares):business transfer
2.Date of occurrence of the event:2015/04/13
3.Names of companies participating in the merger (e.g.name of the
other company participating in the merger or consolidation, newly
established company in a spin-off, acquired company, or company
whose shares are taken assignment of): China Development Industrial Bank
(hereinafter referred to as “CDIB”)
4.Counterparty (e.g.name of the other company participating in
the merger or consolidation, company taking assignment of the
spin-off, or counterparty to the acquisition or assignment of shares):
CDIB
5.Relationship between the counterparty and the Company (investee
company in which the Company has re-invested and has shareholding
of XX%), and explanation of the reasons for the decision to acquire,
or take assignment of the shares of, an affiliated enterprise or
related person, and whether it will affect shareholders' equity:
CDIB and KGI Bank are both wholly owned subsidiaries of China Development
Financial Holding Corporation (hereinafter referred to as ”CDF”).
The transaction is according to the Share Swap Plan between CDF and KGI
Bank for CDIB to transfer its commercial banking business to KGI Bank.
6.Purpose/objective of the merger/acquisitionation:
Establish the professional division within the financial holding group,
and thus enhance the overall return on shareholders' equity.
7.Anticipated benefits of the merger/acquisition:
Through the effective integration and reconfiguration of resources within
the financial holding group, CDF is able to distinctly develop its
division expertise namely in the commercial banking and venture capital
industry, and further strengthen the overall competitiveness of the
financial holding group.
8.Effect of the merger or consolidation on net worth per share and
earnings per share:
CDF intends to improve the return on shareholders' equity continuously
through the integration of the commercial banking business of CDIB and
KGI Bank; therefore, the acquisition should result in a positive benefit
in the future net worth per share and earnings per share.
9.Share exchange ratio and basis of its calculation:Not applicable
10.Scheduled timetable for consummation:
The record date for business transfer will be resolved by the Chairmen
of both parties after obtaining the approval from the competent authority.
11.Matters related to assumption by the existing company or new
company of rights and obligations of the extinguished (or spun-off)
company::Not applicable
12.Basic information of companies participating in the merger:Not applicable
13.Matters related to the spin-off (including estimated value of
the business and assets planned to be assigned to the existing
company or new company; the total number and the types and
volumesof the shares to be acquired by the split company or
its shareholders; matters related to the reduction, if any,
in capital of the split company) (note: not applicable other
than where there is announcementof a spin-off):Not applicable
14.Conditions and restrictions on future transfers of shares
resulting from the merger or acquisition:Not applicable
15.Other important stipulations:None
16.Do the directors have any objection to the present transaction?:None