LUZHOU XINGLU WATER XINGLU WATER LUZHOU 瀘 州 市 興 瀘 水 務 （ 集 團） 股 份有 限 公 司 ( GROUP (a joint stock company incorporated in the People’s Republic of China with limited liability) Stock Code: 2281 ) CO., LTD. GLOBAL OFFERING * Sole Sponsor and Sole Global Coordinator Joint Bookrunners and Joint Lead Managers * For identification purposes only IMPORTANT IMPORTANT: If you are in any doubt of the contents of this prospectus, you should obtain independent professional advice. Luzhou Xinglu Water (Group) Co., Ltd.* 瀘州市興瀘水務（集團）股份有限公司 (a joint stock company incorporated in the People’s Republic of China with limited liability) GLOBAL OFFERING Number of Offer Shares under the Global Offering : 214,940,000 H Shares (comprising 195,400,000 H Shares to be offered by the Company and 19,540,000 Sale Shares to be offered by the Selling Shareholders, subject to the Over-allotment Option) Number of Hong Kong Public Offer Shares : 21,494,000 H Shares (subject to adjustment) Number of International Offer Shares : 193,446,000 H Shares (comprising 173,906,000 H Shares to be offered by the Company and 19,540,000 Sale Shares to be offered by the Selling Shareholders, subject to adjustment and the Over-allotment Option) Maximum Offer Price : HK$2.53 per H Share, plus a brokerage of 1.0%, an SFC transaction levy of 0.0027% and a Stock Exchange trading fee of 0.005% (payable in full on application in Hong Kong dollars and subject to refund) Nominal Value : RMB1.00 per H Share Stock Code : 2281 Sole Sponsor and Sole Global Coordinator Joint Bookrunners and Joint Lead Managers Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this prospectus, 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 prospectus. A copy of this prospectus, having attached thereto the documents specified in the paragraph headed “Documents Delivered to the Registrar of CompaniesinHong Kong” in Appendix VII to this prospectus, has been registered by the Registrar of Companies in Hong Kong as required by Section 342C of the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Chapter 32 of the Laws of Hong Kong). The Securities and Futures Commission of Hong Kong and the Registrar of Companies in Hong Kong take no responsibility as to the contents of this prospectus or any other documents referred to above. Our Company is incorporated, and a substantial part of our businesses is located, in the PRC. Potential investors should be aware of the differences in legal, economic and financial systems between the PRC and Hong Kong and that there are different risk factors relating to the investments in our Company. Potential investors should also be aware that the regulatory frameworks in the PRC are different from the regulatory framework in Hong Kong and should take into consideration the different market nature of our H Shares. Such differences and risk factors are set out in the sections headed “Risk Factors” and “Regulatory Environment”, “Appendix IV — Summary of Principal Legal and Regulatory Provisions”, and “Appendix V — Summary of Articles of Association”. The Offer Price is expected to be fixed by agreement between the Sole Global Coordinator (for itself and on behalf of the Underwriters) and our Company (for ourselves and on behalf of the Selling Shareholders) on the Price Determination Date. The Price Determination Date is expected to be on or around Friday, 24 March 2017 and, in any event, not later than Wednesday, 29 March 2017. The Offer Price will not be more than HK$2.53 and is currently expected to be not less than HK$2.30 unless otherwise announced. Investors applying for Hong Kong Public Offer Shares must pay, on application, the maximum Offer Price of HK$2.53 for each H Share together with a brokerage of 1%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%. The Sole Global Coordinator (for itself and on behalf of the Underwriters), with the consent of our Company (for ourselves and on behalf of the Selling Shareholders), may reduce the number of Offer Shares being offered under the Global Offering and/or the indicative offer price range stated in this prospectus at any time prior to the morning of the last day for lodging applications under the Hong Kong Public Offering. In such a case, a notice of the reduction in the number of Offer Shares being offered under the Global Offering and/or of the indicative offer price range will be published on the website of the Stock Exchange at www.hkexnews.hk and our Company’s website at www.lzss.com not later than the morning of the last day for lodging applications under the Hong Kong Public Offering. Further details are set out in the sections headed “Structure of the Global Offering” and “How to Apply for Hong Kong Public Offer Shares” in this prospectus. If, for any reason, the Offer Price is not agreed between our Company (for ourselves and on behalf of the Selling Shareholders) and the Sole Global Coordinator (for itself and on behalf of the Underwriters) on or before Wednesday, 29 March 2017, the Global Offering will not proceed and will lapse. Prior to making an investment decision, prospective investors should consider carefully all of the information set out in this prospectus and the related Application Forms, including the risk factors set out in the section headed “Risk Factors” in this prospectus. Pursuant to the termination provisions contained in the Underwriting Agreements in respect of the Offer Shares, the Sole Global Coordinator, for itself and on behalf of the Underwriters, has the right in certain circumstances, in the sole discretion of the Sole Global Coordinator, to terminate the obligations of the Underwriters pursuant to the Underwriting Agreements at any time prior to 8:00 a.m. (Hong Kong time) on the date when dealings in our H Shares first commence on The Stock Exchange of Hong Kong Limited (such first dealing date is currently expected to be on Friday, 31 March 2017). Further details of the terms of the termination provisions are set out in the paragraph headed “Underwriting Arrangements and Expenses — Hong Kong Public Offering — Grounds from termination” under the section headed “Underwriting” in this prospectus. It is important that you refer to that section for further details. The Offer Shares have not been, and will not be, registered under the U.S. Securities Act or any state securities laws of the United States and may not be offered, sold, pledged or transferred within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. The Offer Shares may only be offered, sold or delivered outside the United States in offshore transactions in reliance on Regulation S under U.S. Securities Act. * For identification purposes only 21 March 2017 EXPECTED TIMETABLE(1) Our Company will issue an announcement in Hong Kong to be published on the website of the Stock Exchange at www.hkexnews.hk and our Company’s website at www.lzss.com if there is any change in the following expected timetable of the Hong Kong Public Offering. Latest time to complete electronic applications under the White Form eIPO service through the designated website www.eipo.com.hk(2) .............................11:30 a.m. on Friday, 24 March 2017 Application lists open(3) .............................................11:45 a.m. on Friday, 24 March 2017 Latest time for lodging WHITE and YELLOW Application Forms ...............................................12:00 noon on Friday, 24 March 2017 Latest time for giving electronic application instructions to HKSCC(4) ...................................................12:00 noon on Friday, 24 March 2017 Latest time to complete payment of White Form eIPO applications by effecting internet banking transfer(s) or PPS payment transfer(s) ........................................12:00 noon on Friday, 24 March 2017 Application lists close(3) ............................................12:00 noon on Friday, 24 March 2017 Expected Price Determination Date(5)...........................Friday, 24 March 2017 Announcement of: (i) the Offer Price; (ii) the level of indication of interest in the International Offering; (iii) the level of application in respect of the Hong Kong Public Offering; and (iv) the basis of allotment of the Hong Kong Public Offering (with successful applicants’ identification document numbers, where applicable) to be published on our Company’s website at www.lzss.com and the Stock Exchange’s website at www.hkexnews.hk onorbefore.........................................Thursday, 30 March 2017 –i– EXPECTED TIMETABLE(1) Results of allocations in the Hong Kong Public Offering (with successful applicants’ identification document numbers, where appropriate) to be available through a variety of channels as described in the subsection entitled “How to Apply for Hong Kong Public Offer Shares — Publication of Results” in this prospectus from ...............Thursday, 30 March 2017 Results of allocations in the Hong Kong Public Offering will be available at www.iporesults.com.hk with a “search by ID” function from........................Thursday, 30 March 2017 Despatch of H Share certificates in respect of wholly or partially successful applications on or before(6) ...............Thursday, 30 March 2017 Despatch of refund cheques or White Form e-Refund payment instructions in respect of wholly or partially unsuccessful applications on or before(7) (8) ...........Thursday, 30 March 2017 Dealings in the H Shares on the Stock Exchange to commence on ..........................................Friday, 31 March 2017 Notes: (1) All dates and times refer to Hong Kong local dates and times, except as otherwise stated.