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326110 (Xiamen Port) Cir Eng .Indb THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ACTION If you are in doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountants or other professional adviser. If you have sold or transferred all your shares in Xiamen International Port Co., Ltd, you should at once hand this circular and the accompanying form of proxy to the purchaser or the transferee or to the bank, stockbroker or other agent through whom the sale or the transfer was effected for transmission to the purchaser and transferee. Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular. 廈門國際港務股份有限公司 XIAMEN INTERNATIONAL PORT CO., LTD* (A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 3378) PROPOSED ELECTION AND APPOINTMENT OF DIRECTORS AND SUPERVISORS AND NOTICE OF THE FIRST EXTRAORDINARY GENERAL MEETING IN 2017 A letter from the Board is set out on pages 2 to 5 of this circular. A notice dated 13 January 2017 convening the EGM of the Company to be held at 9:00 a.m. on Tuesday, 28 February 2017 at 23rd Floor, Conference Room, No. 31 Donggang North Road, Xiamen, PRC is set out on pages 16 to 18 of this circular. Reply slip and the form of proxy for use at the EGM are enclosed hereby and are also published on the website of the Stock Exchange (www.hkexnews.hk) and the website of the Company (www.xipc.com. cn). Whether or not you intend to attend the said meeting, you are requested to complete and return (i) the enclosed reply slip in accordance with the instructions printed thereon not later than Wednesday, 8 February 2017; and (ii) the enclosed form of proxy in accordance with the instructions printed thereon in any event not less than 24 hours before the time appointed for holding the EGM or any adjournment thereof (as the case may be). Completion and return of the form of proxy will not preclude you from attending and voting in person at the meeting or at any adjourned meeting should you so wish. 13 January 2017 * For identification purpose only CONTENTS Pages Definitions. 1 Letter from the Board . 2 Introduction . 2 Proposed election and appointment of Directors . 3 Proposed election and appointment of Supervisors . 3 The EGM . 4 Recommendations . 5 Additional information . 5 Appendix — Biographical Details of the Proposed Directors and Supervisors. 6 Notice of the EGM . 16 — i — DEFINITIONS In this circular, the following expressions have the following meanings unless the context requires otherwise: “Board” the board of Directors of the Company “Company” 廈門國際港務股份有限公司 (Xiamen International Port Co., Ltd*), a joint stock limited company incorporated in PRC, the H Shares of which are listed on the Stock Exchange “Articles of Association” the articles of association of the Company “Director(s)” the director(s) of the Company “EGM” the first extraordinary general meeting of the Company in 2017 to be convened and held at 9:00 a.m. on Tuesday, 28 February 2017 at 23rd Floor, Conference Room, No. 31 Donggang North Road, Xiamen, PRC “Group” the Company and its subsidiaries “H Shares” the ordinary shares issued by the Company, with a Renminbi denominated par value of RMB1.00, which are subscribed for and traded in Hong Kong dollar and are listed on the Stock Exchange “Hong Kong” The Hong Kong Special Administrative Region of PRC “Latest Practicable Date” 9 January 2017, being the latest practicable date prior to the printing of this circular for ascertaining certain information contained herein “Listing” the listing of the H Shares of the Company on the Stock Exchange in 2005 “Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange “PRC” the People’s Republic of China which, for the purpose of this circular, excludes Hong Kong, Macau and Taiwan “SFO” Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong) “Share(s)” shares of nominal value RMB1.00 each in the share capital of the Company “Shareholders” shareholders of the Company “Stock Exchange” The Stock Exchange of Hong Kong Limited “Supervisor(s)” the supervisor(s) of the Company “Supervisory Committee” the supervisory committee of the Company * For identification purpose only — 1 — LETTER FROM THE BOARD 廈門國際港務股份有限公司 XIAMEN INTERNATIONAL PORT CO., LTD* (A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 3378) Executive Directors: Registered office: Lin Kaibiao No. 439 Gangnan Road Cai Liqun Haicang District Fang Yao Xiamen City Chen Zhaohui Fujian Province Ke Dong PRC Non-executive Directors: Principal place of business in Hong Kong Zheng Yongen 36/F, Tower Two Chen Dingyu Times Square Fu Chengjing 1 Matheson Street Huang Zirong Causeway Bay Hong Kong Independent Non-executive Directors: Liu Feng Lin Pengjiu You Xianghua Jin Tao Ji Wenyuan 13 January 2017 To the Shareholders Dear Sir or Madam, PROPOSED ELECTION AND APPOINTMENT OF DIRECTORS AND SUPERVISORS AND NOTICE OF THE FIRST EXTRAORDINARY GENERAL MEETING IN 2017 INTRODUCTION The purpose of this circular is to provide you with information regarding the election and the appointment of Directors and Supervisors in order to allow you to make an informed decision on voting in respect of the resolutions to be proposed at the EGM. * for identification purpose only — 2 — LETTER FROM THE BOARD PROPOSED ELECTION AND APPOINTMENT OF DIRECTORS The Board currently consists of 14 Directors, including five executive Directors, namely, Mr. Lin Kaibiao, Mr. Cai Liqun, Mr. Fang Yao, Mr. Chen Zhaohui and Mr. Ke Dong, four non-executive Directors, namely, Mr. Zheng Yongen, Mr. Chen Dingyu, Mr. Fu Chengjing and Mr. Huang Zirong and five independent non-executive Directors, namely, Mr. Liu Feng, Mr. Lin Pengjiu, Mr. You Xianghua, Mr. Jin Tao and Mr. Ji Wenyuan. The term of office of each Director will expire upon the end of the term of the fourth session of the Board on 27 February 2017. In accordance with article 89 of the Articles of Association, each Director shall be eligible for re-election by the Shareholders upon the end of their term. Pursuant to the Articles of Association, the appointment of Directors requires the approval of the Shareholders at the Company’s general meetings. In view of the above, the Board proposed for the election of the fifth session of the Board. The proposed fifth session of the Board shall comprise 14 Directors. The Director candidates for the fifth session of the Board comprise Mr. Cai Liqun, Mr. Fang Yao, Mr. Chen Dingyu, Mr. Chen Zhiping, Mr. Fu Chengjing, Mr. Huang Zirong, Ms. Bai Xueqing, Mr. Chen Zhaohui and Mr. Ke Dong, and the independent non-executive Director candidates for the fifth session of the Board comprise Mr. Liu Feng, Mr. Lin Pengjiu, Mr. You Xianghua, Mr. Jin Tao and Mr. Ji Wenyuan. At the expiry of the term of office for the fourth session of the Board, (i) Mr. Lin Kaibiao will retire as an executive Director in view of his current health condition; and (ii) Mr. Zheng Yongen will retire as a non-executive Director due to his change of employment, both with effect from the conclusion of the EGM. Accordingly, Mr. Lin Kaibiao and Mr. Zheng Yongen will not offer themselves for re-election at the EGM and each of them confirms that he has no disagreement with the Board and there is no matter with respect to his retirement that needs to be brought to the attention of the Shareholders. At the EGM, separate resolutions will be proposed by the Company to elect the Directors of the fifth session of the Board and to authorise the Board to determine the remuneration policy of the Directors for the fifth session of the Board and to enter into service contract with each of the newly appointed Directors respectively. The biographical details of each of the above 14 candidates proposed to be elected as Directors of the fifth session of the Board at the EGM are set out in Section A of the Appendix to this circular. PROPOSED ELECTION AND APPOINTMENT OF SUPERVISORS The Supervisory Committee currently consists of six Supervisors, including two Shareholders representative Supervisors, namely, Mr. Yu Mingfeng and Mr. Zhang Guixian, two independent Supervisors, namely, Mr. Tang Jinmu and Mr. Xiao Zuoping, and two staff representative Supervisors, namely, Mr. Liao Guosheng and Mr. Wu Weijian. In accordance with article 109 of the Articles of Association, the term of office of the Supervisors is three years and the Supervisors shall be eligible for re-election upon the end of their term. Pursuant to the Articles of Association, Shareholders representative Supervisors and independent Supervisors shall be elected and dismissed at the Company’s general meeting, and staff representative Supervisors shall be democratically elected and dismissed by the staff and workers of the Company. — 3 — LETTER FROM THE BOARD As the term of office for the fourth session of the Supervisory Committee will also expire on 27 February 2017, the Supervisory Committee proposed for the election of the fifth session of the Supervisory Committee. The proposed fifth session of the Supervisory Committee shall comprise six supervisors, including two Shareholders representative Supervisors, two independent Supervisors and two staff representative Supervisors. The Supervisor candidates for the fifth session of the Supervisory Committee include Shareholders representative Supervisor candidates Mr.
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