6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of April 2020

Commission File Number: 1-14362

GUANGSHEN RAILWAY COMPANY LIMITED

(Translation of registrant’s name into English)

No. 1052 Heping Road, Shenzhen

People’s Republic of China 518010

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F  ☒            Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

EXHIBIT

Number	Description of Document
99.1	Notice of 2019 Annual General Meeting
99.2	Notification Letter (Non-registered holder)
99.3	Notification Letter (Registered holder)
99.4	(1) Proposed Re-election and Appointment of Directors, (2) Proposed Re-election of Shareholder Representative Supervisors, (3) Proposed Amendments to the Articles of Association and (4) Notice of 2019 Annual General Meeting
99.5	Attendance Confirmation Reply Form for the 2019 Annual General Meeting
99.6	Proxy Form for Use by Shareholders at the 2019 Annual General Meeting

FORWARD-LOOKING STATEMENTS

Certain information contained in this Form 6-K are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. These forward-looking statements can be identified by the use of words or phrases such as “is expected to,” “will,” “is anticipated,” “plan to,” “estimate,” “believe,” “may,” “intend,” “should” or similar expressions, or the negative forms of these words, phrases or expressions, or by discussions of strategy. Such statements are subject to risks, uncertainties and other factors that could cause the registrant’s actual results to differ materially from its historical results and those presently anticipated or projected. A discussion of the most significant risks, uncertainties and other factors is included in the annual report on Form 20-F that the registrant files with the Commission each year.

You are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date on which such statements were made. Among the factors that could cause the registrant’s actual results in the future to differ materially from any opinions or statements expressed with respect to future periods include changes in the economic policies of the PRC government, an economic slowdown in the Pearl River-Delta region and elsewhere in mainland China, increased competition from other means of transportation, delays in major development projects, occurrence of health epidemics or outbreaks in Hong Kong or China, foreign currency fluctuations and other factors beyond the registrant’s control.

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Guangshen Railway Company Limited
Dated: April 30, 2020
	By:	/s/ Tang Xiangdong
	Name:	Tang Xiangdong
	Title:	Company Secretary

EX-99.1

Exhibit 99.1

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.

(a joint stock limited company incorporated in the People’s Republic of China)

(Stock Code: 00525)

NOTICE OF 2019 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2019 Annual General Meeting of Guangshen Railway Company Limited (the “Company”) will be held at the Meeting Room, 3/F., No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the PRC on Tuesday, 16 June 2020 at 9:30 a.m. to consider and, if thought fit, pass the following resolutions of the Company:

RESOLUTIONS WITHOUT THE ADOPTION OF CUMULATIVE VOTING SYSTEM:

ORDINARY RESOLUTIONS

1. THAT the work report of the board of directors (the “Directors”, and each a “Director”) of the Company (the “Board”) for 2019 be and is hereby reviewed and approved.

2. THAT the work report of the supervisory committee of the Company (the “Supervisory Committee”) for 2019 be and is hereby reviewed and approved.

3. THAT the audited financial statements of the Company for 2019 be and is hereby reviewed and approved.

4. THAT the profits distribution proposal of the Company for 2019 be and is hereby reviewed and approved.

5. THAT the financial budget of the Company for 2020 be and is hereby reviewed and approved.

6. THAT the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the auditors of the Company for 2020 and their remunerations be and are hereby reviewed and approved.

7. THAT the remunerations and allowances of the independent non-executive Directors of the ninth session of the Board be and are hereby reviewed and approved.

— 1 —

SPECIAL RESOLUTION

8. THAT the proposed amendments to the articles of association of the Company be and are hereby reviewed and approved.

RESOLUTIONS WITH THE ADOPTION OF CUMULATIVE VOTING SYSTEM:

ORDINARY RESOLUTIONS

9. The election of the following executive and non-executive Directors of the ninth session of the Board by adopting the cumulative voting system:

9.1. THAT the re-election of Mr. Wu Yong as an executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.2. THAT the re-election of Mr. Hu Lingling as an executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.3. THAT the re-election of Mr. Guo Xiangdong as an executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.4. THAT the re-election of Mr. Guo Jiming as a non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.5. THAT the re-election of Mr. Zhang Zhe as a non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.6. THAT the appointment of Mr. Wang Bin as a non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

10. The election of the following independent non-executive Directors of the ninth session of the Board by adopting the cumulative voting system:

10.1. THAT the appointment of Mr. Frederick Ma Si-Hang as an independent non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

10.2. THAT the appointment of Mr. Tang Xiaofan as an independent non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

10.3. THAT the appointment of Mr. Qiu Zilong as an independent non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

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11. The election of the following shareholder representative supervisors of the ninth session of the Supervisory Committee by adopting the cumulative voting system:

11.1. THAT the re-election of Mr. Liu Mengshu as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

11.2. THAT the re-election of Mr. Chen Shaohong as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

11.3. THAT the re-election of Mr. Xiang Lihua as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

11.4. THAT the re-election of Mr. Meng Yong as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

Notes:

(1) For the purpose of determining the list of holders of H shares of the Company (“H Shares”) that are entitled to attend the AGM, the register of members of H Shares will be closed from Sunday, 17 May 2020 to Tuesday, 16 June 2020 (both days inclusive), during which no transfer of H Shares will be registered. If any holder of H Shares intends to attend the AGM, all transfers, accompanied by the relevant share certificates, must be lodged with the Company’s registrar for H Shares, Computershare Hong Kong Investor Services Limited, at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong no later than 4:30 p.m. on Friday, 15 May 2020. Shareholders of the Company whose names appear on the register of members of the Company at 4:30 p.m. on Friday, 15 May 2020, or their proxies, are entitled to attend the AGM by presenting their identity cards or passports. Holders of A shares of the Company will be given a separate notice of the AGM.

(2) The Board has proposed the payment of a final dividend for the year ended 31 December 2019 of RMB0.06 per share (including tax). If the final dividend is payable by the passing of Resolution No. 4 by the shareholders of the Company, shareholders whose names appear on the register of members of the Company on Monday, 29 June 2020 will be entitled to receive it.

According to the requirements of the Income Tax Law of the People’s Republic of China effective from 1 January 2008 and the implementation rules thereof and the Notice on the Issues Concerning Withholding the Enterprise Income Tax on the Dividends Paid by Chinese Resident Enterprises to H Share Holders which are Overseas Non-resident Enterprises（《關於中國居民企業向境外H 股非居民企業股東派發股息代扣代繳企業所得稅有關問題的通知》） (Guo Shui Han [2008] No.897) issued by the State Administration of Taxation on 6 November 2008, the dividend for 2019 payable to the non-resident enterprise shareholders whose names appear on the register of members of the H Shares on Monday, 29 June 2020 is subject to a withholding tax at a rate of 10%. Any shares registered in the name of the non-individual registered shareholders, including HKSCC Nominees Limited, other nominees or trustees and other groups and organizations will be treated as being held by non-resident enterprise shareholders and therefore will be subject to the withholding of the enterprise income tax of 10%.

— 3 —

According to the Notice on Matters Concerning the Levy and Administration of Individual Income Tax after the Repeal of Guo Shui Fa [1993] No.045（《關於國稅發[1993]045 號文件廢止後有關個人所得稅徵管問題的通知》）(Guo Shui Han [2011] No.348) issued by the State Administration of Taxation on 28 June 2011 and the Letter on the Tax Arrangements on Dividends Paid to Hong Kong Residents by Mainland Companies issued by The Stock Exchange of Hong Kong Limited on 4 July 2011, when domestic companies other than foreign invested enterprises which issue shares in Hong Kong distribute dividends to their shareholders, the non-resident individuals will be subject to a withholding tax at a rate of 10%. When the Company distributes the 2019 final dividend to all individual holders of H Shares whose names appear on the register of members of the H Shares on Monday, 29 June 2020, such dividend will be subject to the individual withholding tax at a rate of 10%. However, if otherwise provided by tax laws, relevant tax treaties or notices, the relevant supporting information shall be submitted to the Company within 5 day from Monday, 29 June 2020, the tax will be withheld in accordance with the relevant requirements and tax levy and administration requirements.

According to the relevant requirements of the Notice Regarding Tax Policies Related to the Shanghai- Hong Kong Stock Connect (Finance Tax [2014] No. 81) (《關於滬港股票市場交易互聯互通機制試點有關稅收政策的通知（財稅 [2014]81 號）》）jointly published by the Ministry of Finance, State Administration of Taxation and China Securities Regulatory Commission, the Company shall withhold an individual income tax at the rate of 20% on dividends derived from the H Shares acquired from The Stock Exchange of Hong Kong Limited through the Shanghai-Hong Kong Stock Connect by mainland individual investors. Reference shall be made to individual income tax regulations for dividends received by mainland securities investment funds from shares acquired from Hong Kong Stock Exchange through Shanghai-Hong Kong Stock Connect. Dividends received by mainland enterprises investors from shares acquired from Hong Kong Stock Exchange through Shanghai-Hong Kong Stock Connect shall be included in their total income and subject to enterprise income tax. The Company shall not withhold income tax on dividends to mainland enterprise investors who shall report and pay their income tax.

Pursuant to the Circular on Tax Policies Concerning the Pilot Program of the Shenzhen and Hong Kong Stock Connect (Cai Shui [2016] No. 127)（《關於深港股票市場交易互聯互通機制試點有關稅收政策的通知》（財稅 [2016]127 號））jointly issued by the Ministry of Finance, the State Administration of Taxation and China Securities Regulatory Commission, for dividends received by domestic individual investors from investing in the H Shares listed on the Hong Kong Stock Exchange through Shenzhen-Hong Kong Stock Connect, the Company is obliged to withhold personal income tax on behalf of domestic individual investors at a tax rate of 20% when the Company shall apply to China Securities Depository and Clearing Corporation Limited for the registrar of domestic individual investors. The Company will not withhold the income tax on dividend for the domestic enterprise investors, and the tax payable shall be declared and paid by the domestic enterprise investors.

The register of members of the Company will be closed from Wednesday, 24 June 2020 to Monday, 29 June 2020 (both days inclusive), during which period no transfer of shares will be registered. For any holders of H Shares to be qualified for the 2019 final dividend, all transfers, accompanied by the relevant share certificates, must be lodged with the Company’s registrar for H Shares, Computershare Hong Kong Investor Services Limited, at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong no later than 4:30 p.m. on Tuesday, 23 June 2020.

(3) Each shareholder entitled to attend and vote at the AGM may appoint one or more proxies (whether a shareholder or not) to attend the meeting and vote on his behalf.

— 4 —

(4) Where a shareholder appoints more than one proxy, his proxies may only exercise the voting right when a poll is taken.

(5) The instrument appointing a proxy must be in writing and signed by the appointer or his attorney duly authorized in writing. Where the appointer is a corporation, the instrument must be executed under its common seal or under the hand of a director or an attorney of the corporation duly authorized in writing. If the proxy form is signed by an attorney on behalf of the appointer, the power of attorney or any other authority must be certified by a notary. To be valid, the proxy form, together with a notary certified copy of the power of attorney or any other authority, must be delivered to the registered office of the Company not less than 24 hours before the commencement of the AGM or any adjournment thereof (as the case may be).

(6) Shareholders who intend to attend the AGM are requested to deliver the reply slip to the registered office of the Company at No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the PRC, in person, by post or by facsimile on or before Wednesday, 27 May 2020.

(7) The AGM is expected to last for half a day. Shareholders and proxies attending the AGM shall be responsible for their own travelling, accommodation and other related expenses.

(8) Considering the outbreak of the Novel Coronavirus (COVID-19), certain precautionary measures will be implemented at the AGM to protect attending shareholders and staff from the risk of infection, which include, without limitation:

(i) all attendees will be required to undergo compulsory body temperature check;

(ii) all attendees will be required to wear face masks prior to admission to the meeting venue; and

(iii) all attendees will be required to wear face masks throughout the AGM and sit at a distance from other attendees.

To the extent permitted by law, the Company reserves the right to deny entry into the AGM venue by attendees who do not comply with the precautionary measures above.

The company reminds shareholders who intend to attend the AGM that they should carefully consider the risks of attending the AGM, taking into account their own personal circumstances. Furthermore, the Company encourages shareholders to exercise their voting rights at the AGM by appointing the Chairman of the AGM as their proxy and to return their proxy forms by the time specified, instead of attending the AGM in person.

— 5 —

Registered office of the Company:

No.1052 Heping Road, Luohu District

Shenzhen, Guangdong Province

The People’s Republic of China

Telephone: 86-755-25588150

Facsimile: 86-755-25591480

By Order of the Board

Guangshen Railway Company Limited

Tang Xiangdong

Company Secretary

Shenzhen, the PRC

28 April 2020

As at the date of this notice, the executive Directors are Mr. Wu Yong, Mr. Hu Lingling and Mr. Guo Xiangdong; the non-executive Directors are Mr. Guo Ji’an, Mr. Guo Jiming and Mr. Zhang Zhe; and the independent non-executive Directors are Mr. Chen Song, Mr. Jia Jianmin and Mr. Wang Yunting.

— 6 —

EX-99.2

Exhibit 99.2

( a joint stock limited company incorporated in the People’s Republic of China)
（於中華人民共和國註冊成立之股份有限公司）
( Stock Code / 股份代號： 00525 )
NOTIFICATION LETTE R
通 知 信 函 28 April 2020
Dear Non-registered holder(1),
Guangshen Railway Company Limited (the “Company”)
– Notice of Publication of Circular and Notice of 2019 Annual General Meeting (Collectively “Current Corporate Communication”)
The English and Chinese versions of the Company’s Current Corporate Communication are available on the Company’s website at www.gsrc.com and the HKEXnews’ website of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) at www.hkexnews.hk.
If you want to receive a printed version of the Current Corporate Communication, please complete the Request Form on the reverse side and return it to the Company’s H Share Registrar c/o Hong Kong Registrars Limited (the “Hong Kong Share Registrar”) by using the mailing label at the bottom of the Request Form (no need to affix a stamp if posted in Hong Kong; otherwise, please affix an appropriate stamp). The address of the Hong Kong Share Registrar is 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong. The Request Form may also be downloaded from the Company’s website at www.gsrc.com or the HKEXnews’ website of the Stock Exchange at www.hkexnews.hk.
Should you have any queries relating to this letter, please call the Company’s telephone hotline at (852) 2862 8688 during business hours from 9:00 a.m. to 6:00 p.m. Monday to Friday, excluding public holidays or send an email to gsrc.ecom@computershare.com.hk. Yours faithfully,
Guangshen
Railway Company Limited
Note: (1) This letter is addressed to Non-registered holders (“Non-registered holder” means such person or company whose shares are held in The Central Clearing and Settlement System (CCASS) and who has notified the Company from time to time through Hong Kong Securities Clearing Company Limited to receive Corporate Communication). If you have sold or transferred your shares in the Company, please disregard this letter and the Request Form on the reverse side.
各位非登記持有人(1)：
廣深鐵路股份有限公司（「本公司」）
–2019 年度股東周年大會通函及通告之發佈通知（ 合稱「本次公司通訊文件」）
本公司的本次公司通訊文件中、英文版本已上載於本公司網站(www.gsrc.com)及香港聯合交易所有限公司（「聯交所」） 披露易網站(www.hkexnews.hk)， 歡迎瀏覽。
如閣下欲收取本次公司通訊文件之印刷本，請填妥在本函背面的申請表格，並使用隨附之郵寄標籤寄回本公司之 H 股證券登記處香港證券登記有限公司（「香港證券登記處」）（ 如在香港投寄，毋須貼上郵票；否則，請貼上適當的郵票）。香港證券登記處地址為香港灣仔皇后大道東 183 號合和中心 17M 樓。申請表格亦可於本公司網站(www.gsrc.com)或聯交所披露易網站(www.hkexnews.hk)內下載。
如閣下對本函件有任何疑問，請致電本公司電話熱線(852)2862 8688，辦公時間為星期一至五（ 公眾假期除外）上午9時正至下午6時正或電郵至(gsrc.ecom@computershare.com.hk)。
廣深鐵路股份有限公司謹啓 20 20 年 4 月 28 日
附註： (1) 此函件乃向本公司之非登記持有人(“非登記持有人”指股份存放於中央結算及交收系統的人士或公司，透過香港中央結算有限公司不時向本公司發出通知，希望收到公司通訊)發出。如果 閣下已經出售或轉讓所持有之本公司股份，則無需理會本函件及所附申請表格。

CCS7300 GRCH_NRH [GRAPHIC APPEARS HERE]
(a joint stock limited company incorporated in the People’s Republic of China)
（於中華人民共和國註冊成立之股份有限公司）
(Stock Code / 股份代號： 00525)
To:
致： 廣深鐵路股份有限公司（「本公司」） 經香港證券登記有限公司
香港灣仔皇后大道東 183 號合和中心 17M 樓
I/We would like to receive the current and future Corporate Communications*of the Company as indicated below:
本人／我們希望以下列方式收取 貴公司之本次及將來公司通訊文件*：
(Please mark ONLY ONE (X) of the following boxes)
(請從下列選擇中，僅在其中一個空格內劃上「X」號)
☐ to receive the printed English version of all current and future Corporate Communications ONLY; OR 僅收取所有本次及將來公司通訊文之英文印刷本；或
☐ to receive the printed Chinese version of all current and future Corporate Communications ONLY; OR
僅收取所有本次及將來公司通訊文件之中文印刷本；或
☐ to receive both printed English and Chinese versions of all current and future Corporate Communications.
同時收取所有本次及將來公司通訊文件之英文及中文印刷本。
Signature:
簽名    
Contact telephone number:    Date:
Notes :
1. Please complete all your details clearly. 請閣下清楚填妥所有資料。
2. This letter is addressed to Non-registered holders (“Non-registered holder” means such person or company whose shares are held in The Central Clearing and Settlement System (CCASS) and who has notified the Company from time to time through Hong Kong Securities Clearing Company Limited to receive Corporate Communications). 此函件乃向本公司之非登記持有人( “非登記持有人”指股份存放於中央結算及交收系統的人士或公司，透過香港中央結算有限公司不時向本公司發出通知，希望收到公
2804202010
司通訊)發出。
3. Any form with more than one box marked (X), with no box marked (X), with no signature or otherwise incorrectly completed will be void. 如在本表格作出超過一項選擇、或未有作出選擇、或未有簽署、或在其他方面填寫不正確，則本表格將會作廢。
4. The above instruction will apply to all current and future Corporate Communications to be sent to you until you notify to the Company’s H Share Registrar c/o Hong Kong Registrars Limited to the contrary or unless you have at anytime ceased to have holdings in the Company.
上述指示適用於發送予閣下之所有本次及將來公司通訊文件，直至閣下通知本公司之H股證券登記處香港證券登記有限公司另外之安排或任何時候停止持有本公 司的股份。
5. For the avoidance of doubt, we do not accept any special instructions written on this Request Form. 為免存疑， 任何在本申請表格上的額外手寫指示， 本公司將不予處理。
* Corporate Communications include but not limited to (a) the directors’ report, its annual accounts together with a copy of the auditors’ report and, where app licable, its summary financial report; (b) the interim report and, where applicable, summary interim report; (c) a notice of meeting; (d) a listing document; (e) a circular; (f) a proxy form; and (g) a attendance confirmation reply form.
公司通訊文件包括但不限於： (a)董事會報告、年度財務報表連同核數師報告及如適用， 財務摘要報告； (b)中期報告及如適用， 中期摘要報告； (c)會議通知； (d)上市文件； (e) 通函； (f)投票代理委託書及(g) 確認出席回執。

EX-99.3

Exhibit 99.3

( a joint stock limited company incorporated in the People’s Republic of China)
（於中華人民共和國註冊成立之股份有限公司）
( Stock Code
/ 股份代號：
28 April 2020
Dear Registered holder,
Guangshen Railway Company Limited (the “Company”)
– Notice of Publication of Circular and Notice of 2019 Annual General Meeting (Collectively “Current Corporate Communication”)
The English and Chinese versions of the Company’s Current Corporate Communication are available on the Company’s website at www.gsrc.com and the HKEXnews’ website of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) at www.hkexnews.hk, or the arranged printed form(s) of Current Corporate Communication are enclosed (if applicable).
You may at any time choose to receive free of charge Corporate Communications(Note) either in printed form, or read the website version; and either in English language version only, Chinese language version only or both language versions, notwithstanding any wish to the contrary you have previously conveyed to the Company. If you want to change the choice of language and means of receipt of all future corporate communications, please complete and sign the Change Request Form printed at the reverse side of this letter and send it to the Company’s H Share Registrar, c/o Hong Kong Registrars Limited (the “Hong Kong Share Registrar”), using the mailing label and need not to affix a stamp when returning (if posted in Hong Kong). Otherwise, please affix an appropriate stamp and send to the Hong Kong Share Registrar, the address is 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong. The Change Request Form may also be downloaded from the Company’s website at www.gsrc.com or the HKEXnews’ website of the Stock Exchange at www.hkexnews.hk.
If you want to receive another printed version of the Current Corporate Communication, please write or send email at gsrc.ecom@computershare.com.hk to the Company c/o the Hong Kong Share Registrar specifying your name, address and request. Even if you have chosen (or are deemed to have consented) to receive all future Corporate Communications via website version but for any reason you have difficulty in receiving or gaining access to the Current Corporate Communication, the Company will promptly upon your request send the Current Corporate Communication to you in printed form free of charge.
Should you have any queries relating to this letter, please contact the Company by calling its hotline at (852) 2862 8688 during business hours (9:00a.m. to 6:00p.m., Monday to Friday, excluding Hong Kong public holidays).
Yours faithfully,
Guangshen Railway Company Limited
Note: Corporate Communications include but not limited to (a) the directors’ report, its annual accounts together with a copy of the auditors’ report and, where applicable, its summary financial report; (b) the interim report and, where applicable, summary interim report; (c) a notice of meeting; (d) a listing document; (e) a circular; (f) a proxy form; and (g) a attendance confirmation reply form.
本公司的本次公司通訊文件中、英文版本已上載於本公司網站(www.gsrc.com)及香港聯合交易所有限公司（「聯交所」） 披露易網站
(www.hkexnews.hk)， 歡迎瀏覽， 或按安排附上本次公司通訊文件之印刷本(如適用)。
儘管閣下早前曾向本公司作出公司通訊文件(附註)收取方式或語言版本的選擇， 但仍可以隨時更改有關選擇， 轉為以印刷本或網上方式收取、或只收取英文版本、或只收取中文版本； 或同時收取中、英文版本，費用全免。如閣下欲更改今後所有公司通訊之語言版本及收取方式， 請填妥及簽署在本函背面的更改指示回條， 並使用隨附之郵寄標籤及毋須貼上郵票（ 如在香港投寄）； 否則， 請貼上適當的郵票， 寄回本公司 H 股證券登記處香港證券登記有限公司（「香港證券登記處」）， 地址為香港灣仔皇后大道東 183 號合和中心 17M 樓。更改指示回條亦可於本公司網站(www.gsrc.com)或聯交所披露易網站(www.hkexnews.hk)內下載。
如閣下欲收取本次公司通訊文件之另一語言印刷本，請以書面或電郵方式 gsrc.ecom@computershare.com.hk 送交到香港證券登記處，請註明閣下的姓名、地址及要求。如閣下已選擇以網上方式收取日後所有公司通訊文件（ 或被視為已同意以網上方式收取）但因任何理由未能收取或閱覽本次公司通訊文件，閣下只要提出要求， 本公司將儘快向閣下寄上所要求的本次公司通訊文件的印刷版本，費用全免。 如閣下對本函件有任何疑問，請於營業時間內（ 星期一至星期五，上午九時至下午六時，香港公眾假期除外）致電本公司熱線(852)2862 8688查詢。 20 20 年 4 月 28 日
廣深鐵路股份有限公司謹啓 附註：公司通訊文件包括但不限於：(a)董事會報告、年度財務報表連同核數師報告及如適用，財務摘要報告；(b)中期報告及如適用，中期摘要報告；(c)會議通知；
(d)上市文件；(e)通函；(f)投票代理委託書及(g)確認出席回執。

+     CCS7299 GRCH ( a joint stock limited company incorporated in the People’s Republic of China)
（於中華人民共和國註冊成立之股份有限公司） ( Stock Code
/ 股份代號： 00525 ) To: Guangshen Railway Company Limited (the “Company”)
c/o Hong Kong Registrars Limited 17M Floor, Hopewell Centre,
183 Queen’s Road East, Wanchai, Hong Kong 致： 廣深鐵路股份有限公司（「本公司」）
經香港證券登記有限公司香港灣仔皇后大道東 183 號
合和中心 17M 樓 I/We would like to receive the current and future Corporate Communications of the Company in the manner as indicated below: 本人/我們希望日後以下列方式收取本次及將來公司通訊文件：
(Please mark ONLY ONE（X）of the following boxes)
(請從下列選擇中，僅在其中一個空格內劃上「X」號) â–¡ to read the Website version of all current and future Corporate Communications published on the Company’s website in place of receiving printed copies and receive a printed notification of the publication of the Website Version; OR
瀏覽在公司網站發表之所有本次及將來公司通訊文件網上版本，以代替收取印刷本並收取公司通訊文件網上版本已刊發的通
知信；或 â–¡ to receive the printed English version of all current and future Corporate Communications ONLY; OR
僅收取所有本次及將來公司通訊文件之英文印刷本；或
â–¡ to receive the printed Chinese version of all current and future Corporate Communications ONLY; OR
僅收取所有本次及將來公司通訊文件之中文印刷本；或
â–¡ to receive both printed English and Chinese versions of all current and future Corporate Communications.
同時收取所有本次及將來公司通訊文件之英文及中文印刷本。
Signature: 簽名 Contact telephone number:    Date:
聯絡電話號碼     日期 Notes: 附註： 1. Please complete all your details clearly.
請閣下清楚填妥所有資料。 2. Any form with more than one box marked (X), with no box marked (X), with no signature or otherwise incorrectly completed will be void.
如在本回條作出超過一項選擇、或未有作出選擇、或未有簽署、或在其他方面填寫不正確， 則本回條將會作廢。 28042020 10 3.
The above instruction will apply to all current and future Corporate Communications to be sent to you until you notify otherwise by reasonable notice in writing to the Company’s H Share Registrar, Hong Kong Registrars Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong.
上述指示適用於將來發送予閣下之所有本次及將來公司通訊文件，直至閣下發出合理書面通知予本公司之 H 股證券登記處，香港證券登記有限公司，地址為香港
灣仔皇后大道東 183 號合和中心 17M 樓另作選擇為止。 4. If you have any difficulty in receiving or gaining access to the Current Corporate Communication for any reason, the Company will promptly upon your notice send the printed version of the Current Corporate Communication to you free of charge. 閣下因任何理由以致在收取或接收本次公司通訊出現困難，本公司將於接到閣下通知後，立即向閣下免費發送本次公司通訊的印刷本。 5. For the avoidance of doubt, we do not accept any special instructions written on this Change Request Form. 為免存疑，任何在本更改指示回條上的額外手寫指示，本公司將不予處理。

EX-99.4

Exhibit 99.4

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult a stock broker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Guangshen Railway Company Limited, you should at once hand this circular and the accompanying proxy form to the purchaser(s) or the transferee(s) or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser(s) or transferee(s).

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.

(a joint stock limited company incorporated in the People’s Republic of China)

(Stock Code: 00525)

(1) PROPOSED RE-ELECTION AND APPOINTMENT OF DIRECTORS

(2) PROPOSED RE-ELECTION OF SHAREHOLDER REPRESENTATIVE SUPERVISORS

(3) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND

(4) NOTICE OF 2019 ANNUAL GENERAL MEETING

A notice dated 28 April 2020 convening the AGM of the Company to be held at the Meeting Room, 3/F., No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the PRC on Tuesday, 16 June 2020 at 9:30 a.m. is set out on pages 11 to 16 of this circular.

Whether or not you propose to attend the AGM, you are requested to complete and return the enclosed form of proxy in accordance with the instructions printed thereon. The form of proxy should be returned to the registered office of the Company at No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the PRC as soon as possible but in any event not less than 24 hours before the time appointed for the holding of the AGM or any adjournment thereof. If you intend to attend the AGM, you are required to complete and return the reply slip to the registered office of the Company at No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the PRC on or before Wednesday, 27 May 2020.

Precautionary measures for the AGM

Considering the outbreak of the Novel Coronavirus (COVID-19), certain precautionary measures will be implemented at the AGM to protect attending shareholders and staff from the risk of infection, which include, without limitation:

(i) all attendees will be required to undergo compulsory body temperature check;

(ii) all attendees will be required to wear face masks prior to admission to the meeting venue; and

(iii) all attendees will be required to wear face masks throughout the AGM and sit at a distance from other attendees.

To the extent permitted by law, the Company reserves the right to deny entry into the AGM venue by attendees who do not comply with the precautionary measures above.

The company reminds shareholders who intend to attend the AGM that they should carefully consider the risks of attending the AGM, taking into account their own personal circumstances. Furthermore, the Company encourages shareholders to exercise their voting rights at the AGM by appointing the Chairman of the AGM as their proxy and to return their proxy forms by the time specified above, instead of attending the AGM in person.

28 April 2020

LETTER FROM THE BOARD

(a joint stock limited company incorporated in the People’s Republic of China)

(Stock Code: 00525)

Board of Directors:	Registered office:
Executive Directors	No.1052 Heping Road
Wu Yong	Shenzhen, Guangdong Province
Hu Lingling	The People’s Republic of China
Guo Xiangdong	Postal Code: 518010
Non-executive Directors	Principal Place of Business in Hong Kong:
Guo Ji’an	No.112, Floor M
Guo Jiming	Hung Hom Station, Kowloon
Zhang Zhe	Hong Kong
Independent Non-executive Directors
Chen Song Jia Jianmin
Wang Yunting

28 April 2020

To the Shareholders

Dear Sir and Madam,

(1) PROPOSED RE-ELECTION AND APPOINTMENT OF DIRECTORS

(2) PROPOSED RE-ELECTION OF SHAREHOLDER REPRESENTATIVE SUPERVISORS

(3) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND

(4) NOTICE OF 2019 ANNUAL GENERAL MEETING

A. INTRODUCTION

The purpose of this circular is to provide you with (i) information reasonably necessary to enable you to make a decision on whether to vote for, against or abstain from voting on the ordinary resolutions and the special resolution to be proposed at the annual general meeting (the “AGM”) of Guangshen Railway Company Limited (the “Company”) which will be convened for the purpose of considering and, if thought fit, approving, among others, the proposed re-election and appointment of directors of the Company (the “Directors”, and each a “Director”), the proposed re- election of shareholder representative supervisors of the Company (the “Shareholder Representative Supervisors”, and each a “Shareholder Representative Supervisor”) and the proposed amendments to the articles of association of the Company (the “Articles of Association”); and (ii) the notice of the AGM.

— 1 —

LETTER FROM THE BOARD

B. PROPOSED RE-ELECTION AND APPOINTMENT OF DIRECTORS

The term of office of the eighth session of the board of Directors (the “Board”) will expire upon conclusion of the AGM. The Company intends to appoint the ninth session of the Board and approve their proposed remunerations and allowances at the AGM. The Company has received a written notice from China Railway Guangzhou Group Co., Ltd. (“GRGC”), the largest shareholder of the Company holding approximately 37.12% of the issued share capital of the Company as at 23 April 2020, being the latest practicable date prior to the printing of this circular for ascertaining certain information contained in this circular (the “Latest Practicable Date”), which has nominated the candidates of the ninth session of the Board and proposed relevant remunerations and allowances in accordance with the Articles of Association. The Company shall adopt the cumulative voting system in respect of the election of the proposed Directors in accordance with the Company’s “Rules for the Implementation of the Cumulative Voting System” (the “Cumulative Voting System”). The biographies of the nominated candidates for the proposed Directors are set out below.

Candidates for Proposed Executive Directors

Mr. Wu Yong, male, born in October 1963, holds a bachelor’s degree and is a senior engineer. Mr. Wu had previously served as the deputy chief of Bengbu Sub- bureau of Shanghai Railway Bureau, the chief of Hefei-Wuhan Railway Engineering Construction Headquarter of Shanghai Railway Bureau, the assistant chief of Wuhan Railway Bureau, the deputy chief of Wuhan Railway Bureau and the chief of Chengdu Railway Bureau. He has been serving as the chairman, general manager and deputy secretary of the Party Committee of GRGC since August 2014, the chairman and deputy secretary of the Party Committee of GRGC since October 2017 and the chairman and secretary of the Party Committee of GRGC since November 2017.

Mr. Hu Lingling, male, born in August 1963, holds a bachelor’s degree and is an engineer. Mr. Hu had previously served as the deputy head of Shaoguan Railway Station of Guangzhou Railway Group Yang Cheng Railway Company, the deputy chief engineer and deputy general manager of Guangzhou Railway Group Yang Cheng Railway Company, the head of the Transportation Section of GRGC, the deputy general manager of GRGC, a staff of the Global Business Department of the Permanent Headquarter of International Union of Railways in Paris, France and the deputy general manager of Guangzhou-Shenzhen-Hong Kong Express Rail Link Company Limited. He has been serving as the general manager and secretary of the Working Committee of the Party of the Company since November 2015.

— 2 —

LETTER FROM THE BOARD

Mr. Guo Xiangdong, male, born in November 1965, holds a bachelor’s degree and is an economist. Mr. Guo had previously served as the deputy director and director of the Secretariat of the Board, the secretary of the Board, the deputy general manager and the director of the Investor Relations Department of the Company. He has been serving as the chairman of Labor Union of the Company since October 2019.

In accordance with Article 102 of the Articles of Association, Mr. Wu Yong, Mr. Hu Lingling and Mr. Guo Xiangdong shall retire from office by rotation at the AGM, but may serve consecutive terms if re-elected upon the expiration of their terms. Each of Mr. Wu Yong, Mr. Hu Lingling and Mr. Guo Xiangdong, being eligible, has offered himself for re-election at the AGM.

Candidates for Proposed Non-Executive Directors

Mr. Guo Jiming, male, born in December 1967, holds a bachelor’s degree and is a senior accountant. Mr. Guo had previously served as the deputy head of the Finance Subsection of Wuhan Sub-bureau of Zhengzhou Railway Bureau, the deputy head and head of the Finance Section and the director of Capital Settlement Center of Wuhan Railway Bureau, the chief accountant of Jinan Railway Bureau and the director, chief accountant and a member of the Party Committee of China Railway Jinan Group Co., Ltd. He has been serving as a director, the chief accountant and a member of the Party Committee of GRGC since July 2019.

Mr. Zhang Zhe, male, born in October 1971, holds a bachelor’s degree and is a senior engineer. Mr. Zhang had previously served as the head of Tangxi Railway Station of Guangzhou Railway Group Yang Cheng Railway Company, the head of the Freight Transportation and Marketing Subsection of Guangzhou Railway Group Yang Cheng Railway Company, the deputy director of the Safety Supervision Sub-office of Guangzhou Railway Office, the deputy head of Jiangcun Railway Station of the Company, the head of the Zhaoqing Train Section of Guangdong Sanmao Railway Co., Ltd. and the head of Guangzhou South Railway Station of the Company. He has been serving as the director of the Passenger Transportation Department of GRGC since April 2019.

— 3 —

LETTER FROM THE BOARD

Mr. Wang Bin, male, born in September 1973, holds a bachelor’s degree and is a senior engineer. Mr. Wang had previously served as the deputy head of the Foshan Train Section of Guangzhou Railway Group Yang Cheng Railway Company, the deputy director and director of the Dispatching Office of Guangzhou Railway Group Yang Cheng Railway Company, the director of the Sunroof Repair and Management Sub-office of the Safety Supervision Office and the deputy director of the Dispatching Office of GRGC and the head of the Zhaoqing Train Section of Guangdong Sanmao Railway Co., Ltd. He has been serving as the head of the Transportation Section of GRGC since February 2016 and the director of the Transportation Department of GRGC since November 2018.

In accordance with Article 102 of the Articles of Association, Mr. Guo Jiming and Mr. Zhang Zhe shall retire from office by rotation at the AGM, but may serve consecutive terms if re-elected upon the expiration of their terms. Mr. Guo Jiming and Mr. Zhang Zhe, being eligible, have offered themselves for re-election at the AGM.

Candidates for Proposed Independent Non-Executive Directors

Mr. Frederick Ma Si-Hang, male, born in February 1952, holds a bachelor’s degree in economics and history from the University of Hong Kong. Mr. Ma is a honorary professor of the Faculty of Economics and Finance at the University of Hong Kong, a honorary professor of the Faculty of Business Administration at the Chinese University of Hong Kong, a honorary advisor of the School of Accountancy at Central University of Finance and Economics, a member of the Hong Kong Chief Executive’s Council of Advisers on Innovation and Strategic Development, the chairman of the Council of the Education University of Hong Kong, a member of the International Advisory Council of China Investment Corporation, a member of the Global Advisory Council of Bank of America and a member of the International Advisory Council of Investcorp. Mr. Ma had been previously honored with a Gold Bauhinia Star and appointed as a Non-official Justice of the Peace. He had previously served as the managing director of the UK branch of RBC Dominion Securities, the deputy chairman and managing director of Kumagai Gumi (HK) Limited, the managing director and Asia manager of the Private Banking Department of Chase Manhattan Bank, the Asia Pacific CEO of Private Banking of JPMorgan Chase & Co., the CFO and executive director of PCCW Limited, the Secretary for Financial Services and the Treasury of Hong Kong SAR Government, the Secretary for Commerce and Economic Development of Hong Kong SAR Government, the non-executive chairman of China Strategic Holdings Limited, an independent non- executive director of China Resources Land Limited, an independent non-executive director of Hutchison Port Holdings Limited, an outside director of China Oil and Foodstuffs Corporation, an outside director of China Mobile Communications Group Co., Ltd, an independent non-executive director of Agricultural Bank of China Limited, an independent non-executive director of Aluminum Corporation of China Limited and the non-executive chairman of MTR Corporation Limited. He is currently a non-executive director of Husky Energy Inc., an independent non- executive director of FWD Group Limited and a director of New Frontier Health Corporation.

— 4 —

LETTER FROM THE BOARD

Mr. Tang Xiaofan, male, born in October 1968, holds a master’s degree in economics management from the School of Economics and Trade at Jiangxi Agricultural University and is a senior auditor, a certified public accountant in the People’s Republic of China, an accountant certified by the Association of International Accountants and a certified internal auditor. Mr. Tang also obtained the qualification of secretary of the board of companies listed on the Shanghai Stock Exchange, the securities and fund practitioner qualification certified by the Asset Management Association of China and is a securities investment advisor. Mr. Tang had previously served as the deputy section chief of Yichun Audit Bureau of Jiangxi, the audit manager of Shenzhen Dahua Tiancheng Accounting Firm, the audit manager of BDO China Shu Lun Pan Certified Public Accountants LLP and Yangcheng (HK) CPA Limited, the vice president and CFO of Guangzhou Greenery Cafe Company Limited, the secretary of the board and CFO of Guangzhou Jiacheng International Logistics Co., Ltd., the deputy general manager of Guangdong Xiyu Investment Management Co., Ltd. and a director and the senior vice president of Jiangxi Geto New Materials Corporation Limited. He is currently a director and the general manager of Guangzhou Dening Investment Management Co., Ltd.

Mr. Qiu Zilong, male, born in March 1967, holds a bachelor’s degree of physics in radio from Hunan Normal University and a master’s degree in business administration from Peking University Shenzhen Graduate School and is currently the executive vice president of Shenzhen Changsha Chamber of Commerce. Mr. Qiu had previously served as the assistant engineer, assistant factory director and deputy factory director of Guangdong Panyu Safety Equipment Factory, the deputy general manager of Shenzhen Xingelan Electronic Co., Ltd., the managing director of Shenzhen Guanzhong Xie’an Electronic Technology Co., Ltd. and the managing director of Shenzhen Xingguanzhong Electronic Technology Co., Ltd. He is currently the general manager of Shenzhen Changshang Investment Management Co., Ltd. and a director of Shenzhen Beida Soft Bank Investment Corporation Limited.

— 5 —

LETTER FROM THE BOARD

The term of office of the ninth session of the Board shall be three years, starting from the conclusion of the AGM. The Board has proposed that (i) none of the foregoing executive Directors and non-executive Directors will receive any remuneration or allowance from the Company in relation to their position as Directors; and (ii) Mr. Frederick Ma Si-Hang, a proposed independent non-executive Director to be elected at the AGM, will receive annual remuneration of HK$150,000 and annual allowance of HK$18,000 from the Company, and each of Mr. Tang Xiaofan and Mr. Qiu Zilong, each a proposed independent non-executive Director to be elected at the AGM, will receive annual remuneration of RMB100,000 and annual allowance of RMB12,000 from the Company. The proposed remunerations and allowances of the foregoing independent non-executive Directors to be elected at the AGM are determined in accordance with relevant laws and regulations with reference to the market remuneration level of similar companies.

Each of the proposed independent non-executive Directors has confirmed that he has satisfied the independence requirements to act as an independent non-executive director under Rule 3.13 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”). The Board has assessed their independence and considers that each of them meets the independence guidelines set out in Rule 3.13 of the Listing Rules and is independent in accordance with the terms of the guidelines. In addition, the Board believes that the proposed independent non-executive Directors, with their extensive experiences and knowledge, will contribute to and enhance the corporate governance of the Company.

As at the Latest Practicable Date, the interests and short positions of the foregoing proposed Directors or their respective associates in the shares, underlying shares or debentures of the Company or any of its associated corporations (within the meaning of Part XV of the Securities and Future Ordinance (Chapter 571 of the Laws of Hong Kong) (the “SFO”)) which were (a) required to be notified to the Company and The Stock Exchange of Hong Kong Limited (the “HKSE”) pursuant to Divisions 7 and 8 of Part XV of the SFO; or (b) required to be recorded in the register kept by the Company pursuant to Section 352 of the SFO; or (c) required to be notified to the Company and the HKSE pursuant to the Model Code for Securities Transactions by Directors of Listed Issuers in Appendix 10 of the Listing Rules were as follows:

— 6 —

LETTER FROM THE BOARD

Name of proposed Director	The Company/ Name of associated corporation	Capacity/ Nature of interests	Number and type of shares held	Percentage of shareholdings in the total share capital of the Company/ associated corporation	Percentage of shareholdings in the relevant class of shares of the Company	Long position/ short position
				(%)	(%)
Mr. Guo Xiangdong the Company Beneficial owner 80,000 A shares				0.0011	0.0014	Long position

Save as disclosed in this circular, as at the Latest Practicable Date, none of Mr. Wu Yong, Mr. Hu Lingling, Mr. Guo Xiangdong, Mr. Guo Jiming, Mr. Zhang Zhe, Mr. Wang Bin, Mr. Frederick Ma Si-Hang, Mr. Tang Xiaofan and Mr. Qiu Zilong (i) has held any directorship in any listed public companies in the last three years, the securities of which are listed on any securities market in Hong Kong or overseas;

(ii) has any other major appointment or professional qualification; (iii) has interest or is deemed to be interested in any shares or underlying shares of the Company within the meaning of Part XV of the SFO; or (iv) has relationship with any other Directors, supervisors, senior management or substantial or controlling shareholders of the Company.

Save as disclosed above, there are no other matters concerning the re-election of Mr. Wu Yong, Mr. Hu Lingling, Mr. Guo Xiangdong, Mr. Guo Jiming and Mr. Zhang Zhe and the appointment of Mr. Wang Bin, Mr. Frederick Ma Si-Hang, Mr. Tang Xiaofan and Mr. Qiu Zilong that need to be brought to the attention of the shareholders of the Company nor any information required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules.

C. PROPOSED RE- ELECTION OF SHAREHOLDER REPRESENTATIVE SUPERVISORS

The term of office of the eighth session of the supervisory committee of the Company (the “Supervisory Committee”) will expire upon conclusion of the AGM. The Company intends to appoint the ninth session of the Supervisory Committee at the AGM. The Company has received a written notice from GRGC which has nominated the candidates for the ninth session of the Supervisory Committee in accordance with the Articles of Association. The Company shall adopt the cumulative voting system in respect of the re-election of the proposed Shareholder Representative Supervisors in accordance with the Cumulative Voting System. The biographies of the nominated candidates for the proposed Shareholder Representative Supervisors are set out below.

— 7 —

LETTER FROM THE BOARD

Candidates for Proposed Shareholder Representative Supervisors

Mr. Liu Mengshu, male, born in July 1963, holds a bachelor’s degree and is an engineer. Mr. Liu had previously served as the office director of Changsha Headquarter of GRGC, the head of the Publicity Department of the Party Committee of Changsha Headquarter of GRGC, the head of the Organization Department and the Publicity Department of the Party Committee of GRGC and the office director of the Party Committee of GRGC. He has been serving as the deputy secretary of the Party Committee and the secretary of the Discipline Inspection Committee of GRGC since December 2013.

Mr. Chen Shaohong, male, born in February 1967, holds a bachelor’s degree and is a senior economist. Mr. Chen had previously served as the deputy director of the Corporate Management Office of GRGC, the deputy chief economist of GRGC and the director of the Corporate Management and Legal Affairs Section of GRGC. He has been serving as the chief legal advisor and the director of the Corporate Management and Legal Affairs Section of GRGC since December 2017 and the chief legal advisor and the director of the Corporate Management and Legal Affairs Department of GRGC since November 2018.

Mr. Xiang Lihua, male, born in August 1973, holds a college degree and is a political engineer. Mr. Xiang had previously served as the secretary of the board and the head of the General Department of Guangzhou-Zhuhai Railway Company Limited, the deputy office director of the Party Committee of GRGC, the deputy secretary of the Party Committee and the secretary of the Discipline Inspection Committee of the Guangzhou Electricity Section of the Company and the head of the Publicity Department (the Corporate Culture Section) of GRGC. He has been serving as the head of the Personnel Section (the Organization Department of the Party Committee) of GRGC since September 2018 and the director of the Personnel Department (the Organization Department of the Party Committee) of GRGC since November 2018.

Mr. Meng Yong, male, born in September 1967, holds a bachelor’s degree and is an accountant. Mr. Meng had previously served as the director of the Finance Planning Division of the Finance Section of GRGC, the deputy director of the Finance Section of GRGC and the deputy director of the Finance Department (Revenue Division) of GRGC. He has been serving as the director of the Audit Department of GRGC since June 2019.

— 8 —

LETTER FROM THE BOARD

In accordance with Article 128 of the Articles of Association, Mr. Liu Mengshu, Mr. Chen Shaohong, Mr. Xiang Lihua and Mr. Meng Yong shall retire from office by rotation at the AGM, but may serve consecutive terms if re-elected upon the expiration of their terms. Each of Mr. Liu Mengshu, Mr. Chen Shaohong, Mr. Xiang Lihua and Mr. Meng Yong, being eligible, has offered himself for re-election at the AGM.

The term of office of the ninth session of the Supervisory Committee shall be three years, starting from the conclusion of the AGM. The Board has proposed that none of the foregoing Shareholder Representative Supervisors will receive any remuneration or allowance from the Company in relation to their services as Shareholder Representative Supervisors.

Save as disclosed in this circular, as at the Latest Practicable Date, none of Mr. Liu Mengshu, Mr. Chen Shaohong, Mr. Xiang Lihua and Mr. Meng Yong (i) has held any directorship in any listed public companies in the last three years, the securities of which are listed on any securities market in Hong Kong or overseas; (ii) has any other major appointment or professional qualification; (iii) has interest or is deemed to be interested in any shares or underlying shares of the Company within the meaning of Part XV of SFO; or (iv) has relationship with any other Directors, supervisors, senior management or substantial or controlling shareholders of the Company.

Save as disclosed above, there are no other matters concerning the re-election of Mr. Liu Mengshu, Mr. Chen Shaohong, Mr. Xiang Lihua and Mr. Meng Yong that need to be brought to the attention of the shareholders of the Company nor any information required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules.

D. PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

In accordance with the “Trial Regulation on the Work at Primary-Level Party Organizations of State-Owned Enterprises” issued by the Communist Party of China Central Committee in 2019 and the guiding opinions of industry competent authorities, and after taking into consideration the actual circumstances and business development needs of the Company, the Board has proposed to make certain amendments to the Articles of Association, the details of which are set out in the appendix to this circular.

The proposed amendments to the Articles of Association are subject to the approval of the shareholders of the Company by way of a special resolution at the AGM.

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LETTER FROM THE BOARD

E. ANNUAL GENERAL MEETING

The voting in respect of the approval of the resolutions will be conducted by way of poll. The Cumulative Voting System shall be adopted for the voting of Resolutions No. 9.1 to No. 9.6, Resolutions No. 10.1 to No. 10.3 and Resolutions No. 11.1 to No. 11.4. For details of the Cumulative Voting System, please refer to the Articles of Association and the Company’s “Rules for the Implementation of the Cumulative Voting System”.

For the purpose of determining the list of holders of H shares of the Company (“H Shares”) that are entitled to attend the AGM, the register of members of H Shares will be closed from Sunday, 17 May 2020 to Tuesday, 16 June 2020 (both days inclusive), during which no transfer of H Shares will be registered. If any holder of H Shares intends to attend the AGM, all transfers, accompanied by the relevant share certificates, must be lodged with the Company’s registrar for H Shares, Computershare Hong Kong Investor Services Limited, at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong no later than 4:30 p.m. on Friday, 15 May 2020.

Shareholders of the Company whose names appear on the register of members of the Company at 4:30 p.m. on Friday, 15 May 2020, or their proxies, are entitled to attend the AGM by presenting their identity cards or passports.

A notice convening the AGM is set out on pages 11 to 16 of this circular. Reply slips for confirming attendance at the AGM have been sent to the relevant shareholders of the Company. A form of proxy for use at the AGM is enclosed with this circular. Whether or not you propose to attend the AGM, you are requested to complete and return the enclosed form of proxy in accordance with the instructions printed thereon. The form of proxy should be returned to the registered office of the Company at No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the PRC as soon as possible but in any event not less than 24 hours before the time appointed for the holding of the AGM or any adjournment thereof. If you intend to attend the AGM, you are required to complete and return the reply slip to the registered office of the Company at No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the PRC on or before Wednesday, 27 May 2020.

Yours faithfully,

For and on behalf of

Guangshen Railway Company Limited

Wu Yong

Chairman

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NOTICE OF 2019 ANNUAL GENERAL MEETING

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.

(a joint stock limited company incorporated in the People’s Republic of China)

(Stock Code: 00525)

NOTICE OF 2019 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2019 Annual General Meeting of Guangshen Railway Company Limited (the “Company”) will be held at the Meeting Room, 3/F., No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the PRC on Tuesday, 16 June 2020 at 9:30 a.m. to consider and, if thought fit, pass the following resolutions of the Company:

RESOLUTIONS WITHOUT THE ADOPTION OF CUMULATIVE VOTING SYSTEM: ORDINARY RESOLUTIONS

1. THAT the work report of the board of directors (the “Directors”, and each a “Director”) of the Company (the “Board”) for 2019 be and is hereby reviewed and approved.

2. THAT the work report of the supervisory committee of the Company (the “Supervisory Committee”) for 2019 be and is hereby reviewed and approved.

3. THAT the audited financial statements of the Company for 2019 be and is hereby reviewed and approved.

4. THAT the profits distribution proposal of the Company for 2019 be and is hereby reviewed and approved.

5. THAT the financial budget of the Company for 2020 be and is hereby reviewed and approved.

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NOTICE OF 2019 ANNUAL GENERAL MEETING

6. THAT the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the auditors of the Company for 2020 and their remunerations be and are hereby reviewed and approved.

7. THAT the remunerations and allowances of the independent non-executive Directors of the ninth session of the Board be and are hereby reviewed and approved.

SPECIAL RESOLUTION

8. THAT the proposed amendments to the articles of association of the Company be and are hereby reviewed and approved.

RESOLUTIONS WITH THE ADOPTION OF CUMULATIVE VOTING SYSTEM: ORDINARY RESOLUTIONS

9. The election of the following executive and non-executive Directors of the ninth session of the Board by adopting the cumulative voting system:

9.1. THAT the re-election of Mr. Wu Yong as an executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.2. THAT the re-election of Mr. Hu Lingling as an executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.3. THAT the re-election of Mr. Guo Xiangdong as an executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.4. THAT the re-election of Mr. Guo Jiming as a non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.5. THAT the re-election of Mr. Zhang Zhe as a non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

9.6. THAT the appointment of Mr. Wang Bin as a non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

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NOTICE OF 2019 ANNUAL GENERAL MEETING

10. The election of the following independent non-executive Directors of the ninth session of the Board by adopting the cumulative voting system:

10.1. THAT the appointment of Mr. Frederick Ma Si-Hang as an independent non- executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

10.2. THAT the appointment of Mr. Tang Xiaofan as an independent non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

10.3. THAT the appointment of Mr. Qiu Zilong as an independent non-executive Director by adopting the cumulative voting system be and is hereby reviewed and approved.

11. The election of the following shareholder representative supervisors of the ninth session of the Supervisory Committee by adopting the cumulative voting system:

11.1. THAT the re-election of Mr. Liu Mengshu as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

11.2. THAT the re-election of Mr. Chen Shaohong as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

11.3. THAT the re-election of Mr. Xiang Lihua as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

11.4. THAT the re-election of Mr. Meng Yong as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

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NOTICE OF 2019 ANNUAL GENERAL MEETING

Notes:

(1) For the purpose of determining the list of holders of H shares of the Company (“H Shares”) that are entitled to attend the AGM, the register of members of H Shares will be closed from Sunday, 17 May 2020 to Tuesday, 16 June 2020 (both days inclusive), during which no transfer of H Shares will be registered. If any holder of H Shares intends to attend the AGM, all transfers, accompanied by the relevant share certificates, must be lodged with the Company’s registrar for H Shares, Computershare Hong Kong Investor Services Limited, at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong no later than 4:30 p.m. on Friday, 15 May 2020. Shareholders of the Company whose names appear on the register of members of the Company at 4:30 p.m. on Friday, 15 May 2020, or their proxies, are entitled to attend the AGM by presenting their identity cards or passports. Holders of A shares of the Company will be given a separate notice of the AGM.

(2) The Board has proposed the payment of a final dividend for the year ended 31 December 2019 of RMB0.06 per share (including tax). If the final dividend is payable by the passing of Resolution No. 4 by the shareholders of the Company, shareholders whose names appear on the register of members of the Company on Monday, 29 June 2020 will be entitled to receive it.

According to the requirements of the Income Tax Law of the People’s Republic of China effective from 1 January 2008 and the implementation rules thereof and the Notice on the Issues Concerning Withholding the Enterprise Income Tax on the Dividends Paid by Chinese Resident Enterprises to H Share Holders which are Overseas Non-resident Enterprises（《關於中國居民企業向境外H 股非居民企業股東派發股息代扣代繳企業所得稅有關問題的通知》） (Guo Shui Han [2008] No.897) issued by the State Administration of Taxation on 6 November 2008, the dividend for 2019 payable to the non-resident enterprise shareholders whose names appear on the register of members of the H Shares on Monday, 29 June 2020 is subject to a withholding tax at a rate of 10%. Any shares registered in the name of the non- individual registered shareholders, including HKSCC Nominees Limited, other nominees or trustees and other groups and organizations will be treated as being held by non-resident enterprise shareholders and therefore will be subject to the withholding of the enterprise income tax of 10%.

According to the Notice on Matters Concerning the Levy and Administration of Individual Income Tax after the Repeal of Guo Shui Fa [1993] No.045（《關於國稅發[1993]045 號文件廢止後有關個人所得稅徵管問題的通知》）(Guo Shui Han [2011] No.348) issued by the State Administration of Taxation on 28 June 2011 and the Letter on the Tax Arrangements on Dividends Paid to Hong Kong Residents by Mainland Companies issued by The Stock Exchange of Hong Kong Limited on 4 July 2011, when domestic companies other than foreign invested enterprises which issue shares in Hong Kong distribute dividends to their shareholders, the non-resident individuals in general will be subject to a withholding tax at a rate of 10%. When the Company distributes the 2019 final dividend to all individual holders of H Shares whose names appear on the register of members of the H Shares on Monday, 29 June 2020, such dividend will be subject to the individual withholding tax at a rate of 10%. However, if otherwise provided by tax laws, relevant tax treaties or notices, the relevant supporting information shall be submitted to the Company within 5 day from Monday, 29 June 2020, the tax will be withheld in accordance with the relevant requirements and tax levy and administration requirements.

According to the relevant requirements of the Notice Regarding Tax Policies Related to the Shanghai- Hong Kong Stock Connect (Finance Tax [2014] No. 81（) 《關於滬港股票市場交易互聯互通機制試點有關稅收政策的通知（財稅 [2014]81 號）》）jointly published by the Ministry of Finance, State Administration of Taxation and China Securities Regulatory Commission, the Company shall withhold an individual income tax at the rate of 20% on dividends derived from the H Shares acquired from The Stock Exchange of Hong Kong Limited through the Shanghai-Hong Kong Stock Connect by mainland individual investors. Reference shall be made to individual income tax regulations for dividends received by mainland securities investment funds from shares acquired from Hong Kong Stock Exchange through Shanghai-Hong Kong Stock Connect. Dividends received by mainland enterprises investors from shares acquired from Hong Kong Stock Exchange through Shanghai-Hong Kong Stock Connect shall be included in their total income and subject to enterprise income tax. The Company shall not withhold income tax on dividends to mainland enterprise investors who shall report and pay their income tax.

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NOTICE OF 2019 ANNUAL GENERAL MEETING

Pursuant to the Circular on Tax Policies Concerning the Pilot Programme of the Shenzhen and Hong Kong Stock Connect (Cai Shui [2016] No. 127（) 《關於深港股票市場交易互聯互通機制試點有關稅收政策的通知》（財稅 [2016]127 號））jointly issued by the Ministry of Finance, the State Administration of Taxation and China Securities Regulatory Commission, for dividends received by domestic individual investors from investing in the H Shares listed on the Hong Kong Stock Exchange through Shenzhen- Hong Kong Stock Connect, the Company is obliged to withhold personal income tax on behalf of domestic individual investors at a tax rate of 20% when the Company shall apply to China Securities Depository and Clearing Corporation Limited for the registrar of domestic individual investors. The Company will not withhold the income tax on dividend for the domestic enterprise investors, and the tax payable shall be declared and paid by the domestic enterprise investors.

The register of members of the Company will be closed from Wednesday, 24 June 2020 to Monday, 29 June 2020 (both days inclusive), during which period no transfer of shares will be registered. For any holders of H Shares to be qualified for the 2019 final dividend, all transfers, accompanied by the relevant share certificates, must be lodged with the Company’s registrar for H Shares, Computershare Hong Kong Investor Services Limited, at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong no later than 4:30 p.m. on Tuesday, 23 June 2020.

(3) Each shareholder entitled to attend and vote at the AGM may appoint one or more proxies (whether a shareholder or not) to attend the meeting and vote on his behalf.

(4) Where a shareholder appoints more than one proxy, his proxies may only exercise the voting right when a poll is taken.

(5) The instrument appointing a proxy must be in writing and signed by the appointer or his attorney duly authorized in writing. Where the appointer is a corporation, the instrument must be executed under its common seal or under the hand of a director or an attorney of the corporation duly authorized in writing. If the proxy form is signed by an attorney on behalf of the appointer, the power of attorney or any other authority must be notarially certified. To be valid, the proxy form, together with a notarially certified copy of the power of attorney or any other authority, must be delivered to the registered office of the Company not less than 24 hours before the commencement of the AGM or any adjournment thereof (as the case may be).

(6) Shareholders who intend to attend the AGM are requested to deliver the reply slip to the registered office of the Company at No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the PRC, in person, by post or by facsimile on or before Wednesday, 27 May 2020.

(7) The AGM is expected to last for half a day. Shareholders and proxies attending the AGM shall be responsible for their own travelling, accommodation and other related expenses.

(8) Considering the outbreak of the Novel Coronavirus (COVID-19), certain precautionary measures will be implemented at the AGM to protect attending shareholders and staff from the risk of infection, which include, without limitation:

(i) all attendees will be required to undergo compulsory body temperature check;

(ii) all attendees will be required to wear face masks prior to admission to the meeting venue; and

(iii) all attendees will be required to wear face masks throughout the AGM and sit at a distance from other attendees.

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NOTICE OF 2019 ANNUAL GENERAL MEETING

To the extent permitted by law, the Company reserves the right to deny entry into the AGM venue by attendees who do not comply with the precautionary measures above.

The company reminds shareholders who intend to attend the AGM that they should carefully consider the risks of attending the AGM, taking into account their own personal circumstances. Furthermore, the Company encourages shareholders to exercise their voting rights at the AGM by appointing the Chairman of the AGM as their proxy and to return their proxy forms by the time specified, instead of attending the AGM in person.

Registered office of the Company:

No.1052 Heping Road, Luohu District

Shenzhen, Guangdong Province

The People’s Republic of China

Telephone: 86-755-25588150

Facsimile: 86-755-25591480

By Order of the Board

Guangshen Railway Company Limited

Tang Xiangdong

Company Secretary

Shenzhen, the PRC

28 April 2020

As at the date of this notice, the executive Directors are Mr. Wu Yong, Mr. Hu Lingling and Mr. Guo Xiangdong; the non-executive Directors are Mr. Guo Ji’an, Mr. Guo Jiming and Mr. Zhang Zhe; and the independent non-executive Directors are Mr. Chen Song, Mr. Jia Jianmin and Mr. Wang Yunting.

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  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
1.	ARTICLE 6 In accordance with the Company Law, the Constitution of Communist Party of China, the Special Regulations, the Mandatory Provisions for the Articles of Association of Companies to be Listed Outside China (the “Mandatory Provisions”), the Guidelines for Articles of Association of Listed Companies (the “Guidelines on Articles of Association”), other relevant laws, administrative regulations and regulatory documents of the State, the articles of association adopted on 22 January 1996 and the amended articles of association approved at the respective shareholders’ general meetings held on 14 March 1996, 24 June 1997, 8 February 2001, 28 June 2002, 10 June 2004, 30 December 2004, 12 May 2005, 11 May 2006, 28 June 2007 and 26 June 2008, 25 June 2009, 27 September 2012, 28 May 2015 and 26 May 2016, 15 June 2017 (referred to as the “Original Articles of Association”), the Company formulates these articles of association of the Company 13 June 2019 (hereinafter referred to as these “Articles of Association of the Company” or “Articles of Association”) for the purpose of standardizing the organization and behavior of the Company, protecting the legitimate interests of the Company and its Shareholders and enhancing the Communist Party’s comprehensive guidance on the Company.	ARTICLE 6 In accordance with the Company Law, the Constitution of Communist Party of China, the Special Regulations, the Mandatory Provisions for the Articles of Association of Companies to be Listed Outside China (the “Mandatory Provisions”), the Guidelines for Articles of Association of Listed Companies (the “Guidelines on Articles of Association”), other relevant laws, administrative regulations and regulatory documents of the State, the articles of association adopted on 22 January 1996 and the amended articles of association approved at the respective shareholders’ general meetings held on 14 March 1996, 24 June 1997, 8 February 2001, 28 June 2002, 10 June 2004, 30 December 2004, 12 May 2005, 11 May 2006, 28 June 2007 and 26 June 2008, 25 June 2009, 27 September 2012, 28 May 2015, 26 May 2016, 15 June 2017 and 13 June 2019 (referred to as the “Original Articles of Association”), the Company formulates these articles of association of the Company on 16 June 2020 (hereinafter referred to as “Articles of Association of the Company” or “Articles of Association”) for the purpose of standardizing the organization and behavior of the Company, protecting the legitimate interests of the Company and its Shareholders and enhancing the Communist Party’s comprehensive guidance on the Company.

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  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
2.	ARTICLE 13 Scope of business of the Company shall be subject to the items approved by the company registration authority. The scope of business of the Company covers: the provision of passenger and cargo railway transport services, the technology services of railway facilities, the agency for domestic cargo transport, the agency for railway cargo transport, leasing of railway equipment, locomotive maintenance (including repair and additional modification of wagon factory and division), treatment of waste and worn-out material, the processing and repairing of mechanical equipment, the inspection, testing, repairing, refitting, leasing and installation of instruments and equipment specially used in railway, the construction management services in relation to railway projects, survey, design, construction and maintenance of construction on railways or surrounding areas, the leasing of properties owned by the Company, tourism, lifestyle services, parking lot (warehouse) operation and management, electricity supply, tap water production and supply, the utility maintenance and installation services, property management, the provision of warehousing, storage and cargo handling services, the agency for passenger railway tickets and advertisement business, the domestic supply and marketing entities for trade materials and resources (except for franchise, centralized control or exclusive agency), import and export of goods and technology and the reorganization and operation of various enterprises (separate declaration required for individual projects).	ARTICLE 13 Scope of business of the Company shall be subject to the items approved by the company registration authority. The scope of business of the Company covers: the provision of passenger and cargo railway transport services, the technology services of railway facilities, the agency for domestic cargo transport, the agency for railway cargo transport, leasing of railway equipment, locomotive maintenance (including repair and additional modification of wagon factory and division), the processing and repairing of mechanical equipment, the inspection, testing, repairing, refitting, leasing and installation of instruments and equipment specially used in railway, the construction management services in relation to railway projects, survey, design, construction and maintenance of construction on railways or surrounding areas, the leasing of properties owned by the Company, accommodation services, catering services, motor vehicle parking services, the utility maintenance and installation services, property management, the provision of warehousing, storage and cargo handling services, the agency for passenger railway tickets and advertisement business, the domestic supply and marketing entities for trade materials and resources (except for franchise, centralized control or exclusive agency), import and export of goods and technology and the reorganization and operation of various enterprises (separate declaration required for individual projects).

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  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
3.	ARTICLE 33 The Company may, upon approval obtained in accordance with the procedures provided in these Articles of Association, and subject to the approval of the relevant governing authority of the State, repurchase its issued shares under the following circumstances: (1)   cancellation of shares for the purpose of capital reduction of the Company; (2)   merger with another company that holds shares of the Company; (3)   issue of shares to its employees as bonus; (4)   repurchasing of any shares held by any shareholder who is opposed to the Company’s resolution for merger or division at a shareholders’ general meeting upon request.	ARTICLE 33 The Company may, upon approval obtained in accordance with the procedures provided in these Articles of Association, and subject to the approval of the relevant governing authority of the State, repurchase its issued shares under the following circumstances: (1)   cancellation of shares for the purpose of capital reduction of the Company; (2)   merger with another company that holds shares of the Company; (3)   issue of shares to its employees as bonus; (4)   repurchasing of any shares held by any shareholder who is opposed to the Company’s resolution for merger or division at a shareholders’ general meeting upon request; and (5)   other circumstances as permitted by laws and administrative regulations.
4.	ARTICLE 34 The Company may, with the approval of the relevant State governing authority for repurchasing its shares, conduct the repurchase in one of the following ways: (1)   making a repurchase offer to all shareholders on a pro rata basis; (2)   repurchasing the shares through public dealing on a stock exchange; (3)   repurchasing the shares by an off- market agreement.	ARTICLE 34 The Company may, with the approval of the relevant State governing authority for repurchasing its shares, conduct the repurchase in one of the following ways: (1)   making a repurchase offer to all shareholders on a pro rata basis; (2)   repurchasing the shares through public dealing on a stock exchange; (3)   repurchasing the shares by an off- market agreement; and (4)   other ways as permitted by laws and administrative regulations.

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  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
5.	CHAPTER 19: THE WORKING COMMITTEE OF THE PARTY	CHAPTER 10: THE PARTY COMMITTEE
	ARTICLE 183 According to the Constitution of The Communist Party of China, the Working Committee of Guangshen Railway Company Limited of the Communist Party of China (hereinafter referred to as “the Working Committee of the Party”) shall be established. The Working Committee of the Party, as an agency of the Party Committee of China Railway Guangzhou Group Co., Ltd., shall be under the direct control of the Party Committee of China Railway Guangzhou Group Co., Ltd.. One Secretary and one deputy secretary of the Working Committee of the Party shall be placed, and the number of committee members shall be determined by the approval from the Party Committee of China Railway Guangzhou Group Co., Ltd..	According to the provisions of Constitution of The Communist Party of China, the Committee of the Communist Party of China of Guangshen Railway Company Limited (hereinafter referred to as the “Party Committee”) shall be established. The number of positions of the Secretary of the Party Committee, the Deputy Secretary of the Party Committee and the committee members shall be determined by approval of the higher Party organizations. The Secretary of the Party Committee, the Deputy Secretary of the Party Committee and the committee members shall be elected in accordance with relevant provisions, such as the provisions of Constitution of The Communist Party of China, or appointed by higher Party organizations. Based on the subordination relationship between Party organizations, the Party Committee shall be led by the Party Committee of China Railway Guangzhou Group Co., Ltd. ARTICLE 101 The Secretary of the Party Committee and the general manager who shall be a Party member shall be the same person.
6.	ARTICLE 184 The leadership system of “Dual Entry and Cross Appointment” shall prevail. Eligible members of the Party committee shall be appointed to the board of directors, the supervisory committee and the management through legal procedures; eligible Party members of the board of directors, the supervisory committee and the management shall be appointed to the Working Committee of the Party based on relevant regulations and procedures.	ARTICLE 102 The leadership system of “Dual Entry and Cross Appointment” shall prevail. Eligible members of the Party Committee shall be appointed to the board of directors, the supervisory committee and the management through legal procedures; eligible Party members of the board of directors, the supervisory committee and the management shall be appointed to the Party Committee based on relevant regulations and procedures.

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  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
7.	ARTICLE 185 The Working Committee of the Party shall establish the Party-civil relations department (belonging to the same institution with Comprehensive Management Department of the Company), under which is the primary organization of the Party.	ARTICLE 103 The Party Committee shall establish the Party-civil relations department (belonging to the same institution with Comprehensive Management Department of the Company), under which is the primary organization of the Party.
8.	ARTICLE 186 The Working Committee of the Party shall execute comprehensive leadership, lead the general direction, take control of the overall situation, ensure proper implementation, and play a leading role in the Company. (1)   Supervise that the Party’s and national policies are implemented thoroughly, discuss and decide on the Company’s major issues in accordance with the relevant provisions, the implementation of placing human resources and talents under Party supervision, the enhancement of the Company’s leadership supervision, the enhancement of the construction of the Party organization, and the leadership of the Company’s ideological and political work and the construction of spiritual civilization, as well as construction of the labor union, the communist youth league and other group organizations.	ARTICLE 104 The Party Committee shall execute comprehensive leadership, lead the general direction, take control of the overall situation, ensure proper implementation, and discuss and decide on the major issues of the Company in accordance with relevant regulations. The main duties of the Party Committee are: (1)   Supervise that the Party’s and national policies are implemented thoroughly, discuss and decide on the Company’s major issues in accordance with the relevant provisions, the implementation of placing human resources and talents under Party supervision, the enhancement of the supervision on the Company’s management personnel, the enhancement of the construction of the Party organization, and the leadership of the Company’s ideological and political work and the construction of spiritual civilization, as well as construction of the labor union, the communist youth league and other group organizations.

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  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
	(2)   The Working Committee of the Party shall study and decide any important matters relating to the Party’s construction and ideological and political work, major appointment and removal and Party-civil work and any proposed important item planned to be deliberated or approved by the congress of employee representatives. The Working committee of the Party shall study and discuss major issues in operation and management. (3)   The general procedures for the Working Committee of the Party to participate in the Company’s decision-making process are: the Working Committee of the Party meeting is convened to discuss major issues put forward by the board of directors and the management and make opinions and suggestions; the Working Committee of the Party can put forward additional proposals for the decision of the board of directors and the management when necessary; the members of Working Committee of the Party holding the office of directors and the management, in particular serving as of Chairman and General Manager of the Company, shall communicate with the board of directors, the management and other members about the relevant opinions put forward by the Working Committee of the Party before such proposal is formally submitted; the members of Working Committee of the Party holding the office of directors or management of the Company shall express relevant opinions and suggestions on behalf of the Working Committee of the Party during the decision-making process of the board of directors and the management, and report the decision to the Working Committee of the Party in a timely manner.	(2)   The meeting of the Party Committee shall study and decide any important matters relating to the Party’s construction and ideological and political work, major appointment and removal and Party-civil work and any proposed important item planned to be deliberated or approved by the congress of employee representatives. The Party Committee shall study and discuss major issues in operation and management. (3)   The general procedures for the Party Committee to participate in the Company’s decision-making process are: the Party Committee meeting is convened to discuss major issues put forward by the board of directors and the management and make opinions and suggestions; the Party Committee can put forward additional proposals for the decision of the board of directors and the management when necessary; the members of the Party Committee holding the office of directors and the management, in particular serving as of Chairman and General Manager of the Company, shall communicate with the board of directors, the management and other members about the relevant opinions put forward by the Party Committee before such proposal is formally submitted; the members of the Party Committee holding the office of directors or management of the Company shall express relevant opinions and suggestions on behalf of the Party Committee during the decision-making process of the board of directors and the management, and report the decision to the Party Committee in a timely manner.

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  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
	(4)   The Working Committee of the Party shall take the lead to comply with the regulations and rules established by the Company, and mobilize Party members and masses to implement the Company’s major decisions. (5)   The Working Committee of the Party shall carry out the Internal Supervision Provisions of the Communist Party of China and relevant regulations; for any violation against the Party and the national polices and laws/ regulations, the Working Committee of the Party shall provide the clear opinions and feedback for the board of directors and the management of the Company. If the situation is not corrected, the Working Committee of the Party shall report to the higher Party organization in a timely manner.	(4)   The Party Committee shall take the lead to comply with the regulations and rules established by the Company, and mobilize Party members and masses to implement the Company’s major decisions. (5)   The Party Committee shall carry out the Internal Supervision Provisions of the Communist Party of China and relevant regulations; for any violation against the Party and the national polices and laws/ regulations, shall form clear opinions and feedback at the Party Committee meetings and provide to the board of directors and the management of the Company. If the situation is not corrected, the Party Committee shall report to the higher Party organization in a timely manner.
9.	ARTICLE 187 The Working Committee of the Party shall organize corresponding Party organization and Party members to carry out relevant works, and play the primary party organization’s fundamental role and the Party member’s exemplary and vanguard role.	ARTICLE 105 The Party Committee shall organize corresponding Party organization and Party members to carry out relevant works, and play the primary party organization’s fundamental role and the Party member’s exemplary and vanguard role.
10.	ARTICLE 188 The Discipline Inspection Committee of The Communist Party of China of Guangshen Railway Company Limited, as the specialized organization for internal supervision, shall fulfill its responsibilities of supervision, discipline execution and accountability.	ARTICLE 106 The Discipline Inspection Committee of The Communist Party of China of Guangshen Railway Company Limited, as the specialized organization for internal supervision, shall fulfill its responsibilities of supervision, discipline execution and accountability.
11.	ARTICLE 190 The Company shall provide funding of an amount no less than 1% of the total annual wages of employees to Party organization works. Such expenditure shall be included in the Company’s budget management and disbursed from the Company’s management costs. The Working Committee of the Party shall be responsible for overall planning.	ARTICLE 108 The Company shall provide funding in stipulated proportion to Party organization works. Such expenditure shall be included in the Company’s budget management and disbursed from the Company’s management costs. The Party Committee shall be responsible for overall planning.

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  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
12.	ARTICLE 101 The Company shall establish a board of directors. The board shall consist of 9 directors. The board shall have one Chairman. The board of directors is the decision-making body of the operation and management of the Company. The board of directors shall prioritize the discussion and study made by the Working Committee of the Party in making important decisions. In terms of any major operation and management problem, the Working Committee of the Party shall firstly discuss and study such problem before any decisions made by the board of directors.	ARTICLE 109 The Company shall establish a board of directors. The board shall consist of 9 directors. The board shall have one Chairman. The board of directors is the decision- making body of the operation and management of the Company. The board of directors shall make the discussions of the Party Committee as preliminary procedure for making decisions on major issues relating to the operation and management of the Company. The Party Committee shall discuss the major issues relating to operation and management before a decision is made by the board of directors.
13.	ARTICLE 102 Directors shall be elected at the shareholders’ general meeting and serve a term of 3 years. A director may serve consecutive terms if re-elected upon the expiration of his term. The written notice of an intention to nominate a candidate of director and that of a willingness to accept the nomination by the candidate shall be delivered no earlier than the day after the dispatch of the notice of the meeting for election of the relevant director and end no later than 7 days prior to the date of such meeting. The Company shall disclose the detailed information of the director candidates before the shareholders’ general meeting for shareholders’ sufficient understanding of the candidates. The director candidate shall before the announcement of the shareholders’ general meeting make a written undertaking to accept the nomination, undertake for the truthfulness, accuracy and completeness of his information publicly disclosed and ensure the performance of the director’s duties after being elected.	ARTICLE 110 Directors shall be elected at the shareholders’ general meeting and serve a term of 3 years. A director may serve consecutive terms if re-elected upon the expiration of his term. The written notice of an intention to nominate a candidate of director and that of a willingness to accept the nomination by the candidate shall be delivered no earlier than the day after the dispatch of the notice of the meeting for election of the relevant director and end no later than 7 days prior to the date of such meeting. The Company shall disclose the detailed information of the director candidates before the shareholders’ general meeting for shareholders’ sufficient understanding of the candidates. The director candidate shall before the announcement of the shareholders’ general meeting make a written undertaking to accept the nomination, undertake for the truthfulness, accuracy and completeness of his information publicly disclosed and ensure the performance of the director’s duties after being elected.

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  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
	The Chairman of the board shall be elected and removed by the approval of more than half of all the directors of the board. The Chairman of the board shall serve a term of 3 years and may serve consecutive terms if re-elected upon the expiration of his term. Subject to compliance with relevant laws and regulations, any director may be removed by ordinary resolution before the expiration of his term of office (but without prejudice to any claim for damages under any contract) at the shareholders’ general meeting. The directors shall not be required to hold shares of the Company. Chairman and the Secretary of the Working Committee of the Party shall be the same person.	The Chairman of the board shall be elected and removed by the approval of more than half of all the directors of the board. The Chairman of the board shall serve a term of 3 years and may serve consecutive terms if re-elected upon the expiration of his term. Subject to compliance with relevant laws and regulations, any director may be removed by ordinary resolution before the expiration of his term of office (but without prejudice to any claim for damages under any contract) at the shareholders’ general meeting. The directors shall not be required to hold shares of the Company.
14.	ARTICLE 123 The general manager shall be accountable to the board of directors and shall exercise the following duties and powers: (1)   to be in charge of the Company’s production, operation and management and to organize the implementation of the resolutions of the board of directors; (2)   to organize the implementation of the Company’s annual business plan and investment plan; (3)   to draft plans for the establishment of the Company’s internal management structure; (4)   to establish the Company’s basic management system; (5)   to formulate basic rules and regulations of the Company; (6)   to propose the appointment or dismissal of the Company’s deputy general manager(s), financial controller(s) and other senior administrative officers;	ARTICLE 131 The general manager shall be accountable to the board of directors and shall exercise the following duties and powers: (1)   to be in charge of the Company’s production, operation and management and to organize the implementation of the resolutions of the board of directors; (2)   to organize the implementation of the Company’s annual business plan and investment plan; (3)   to draft plans for the establishment of the Company’s internal management structure; (4)   to establish the Company’s basic management system; (5)   to formulate basic rules and regulations of the Company; (6)   to propose the appointment or dismissal of the Company’s deputy general manager(s), financial controller(s) and other senior administrative officers;

— 25 —

  APPENDIX   AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles
	(7)   to appoint or dismiss management personnel other than those required to be appointed or dismissed by the board of directors based on the opinion put forward by the Working Committee of the Party; (8)   to determine rewards and punishments, promotion and demotion, increase and decrease of salaries, recruitment, appointment, termination of employment and dismissal of the staff and workers of the Company; (9)   other powers conferred by these Articles of Association and the board of directors.	(7)   to appoint or dismiss management personnel other than those required to be appointed or dismissed by the board of directors based on the opinion put forward by the Party Committee; (8)   to determine rewards and punishments, promotion and demotion, increase and decrease of salaries, recruitment, appointment, termination of employment and dismissal of the staff and workers of the Company; (9)   other powers conferred by these Articles of Association and the board of directors.
15.	ARTICLE 128 The supervisory committee shall be composed of 5 to 7 supervisors. The term f office of supervisors shall be three (3) years renewable upon re-election and re-appointment. The supervisory committee shall have one chairman who is subject to election or removal with the consent of two thirds or more of the members of the supervisory committee. The term of office of the chairman shall be three (3) years renewable upon re-election and re-appointment. Eligible members from the Working Committee of the Party and the discipline Working Committee may be nominated as supervisors.	ARTICLE 136 The supervisory committee shall be composed of 5 to 7 supervisors. The term of office of supervisors shall be three (3) years renewable upon re-election and re-appointment. The supervisory committee shall have one chairman who is subject to election or removal with the consent of two thirds or more of the members of the supervisory committee. The term of office of the chairman shall be three (3) years renewable upon re-election and re-appointment. Eligible members of the Party Committee and the Discipline Committee may be nominated as supervisors.
16.	ARTICLE 193 The trade union and the Organization of The Communist Youth League shall actively accept the guidance of the Working Committee of the Party at the same level, the higher trade union and the higher Organization of The Communist Youth League.	ARTICLE 193 The trade union and the Organization of The Communist Youth League shall actively accept the guidance of the Party Committee at the same level, the higher trade union and the higher Organization of The Communist Youth League.

Note: Since the original Chapter 19 “THE WORKING COMMITTEE OF THE PARTY” is amended as Chapter 10 “THE PARTY COMMITTEE”, the numbering of the original Chapters 10 to 18 will be re-numbered accordingly. The numbering of the articles in the original Chapters 10 to 19 will also be re-numbered accordingly.

The Articles of Association are written in Chinese. The English translation is provided for reference only. In case of any inconsistency between the Chinese and English version, the Chinese version shall prevail.

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EX-99.5

Exhibit 99.5

(a joint stock limited company incorporated in the People’s Republic of China)

(Stock Code: 00525)

Attendance Confirmation Reply Form for the 2019 Annual General Meeting

Pursuant to the Articles of Association of Guangshen Railway Company Limited (the “Company”) and the Company Law of the People’s Republic of China and relevant regulations, shareholders of the Company who intend to attend the 2019 annual general meeting of the Company (or any adjournment thereof) (the “AGM”) to be held at 9:30 a.m. on Tuesday, 16 June 2020 at the Meeting Room of the Company at 3/F, No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the People’s Republic of China, shall complete the following attendance confirmation reply form.

Name	Number of shares held
Identity card number/ passport number	Telephone
Correspondence Address

Date:                                                     2020 Signature of the shareholder:                                                                                       

Notes:

(1) Holders of the shares of the Company whose names appear on the register of members of the Company at 4:30 p.m. on Friday, 15 May 2020, are entitled to complete this attendance confirmation reply form and attend the AGM.

(2) This attendance confirmation reply form shall be completed in BLOCK LETTERS. Copies of this attendance confirmation reply form are also valid.

(3) Please provide a copy of your identify card (or passport).

(4) Please provide a copy of the share certificate(s) of the Company.

(5) The duly completed and signed attendance confirmation reply form, together with the documents mentioned in items (3) and (4) above shall be delivered to the Company in person, by post (based on the date of local postal stamp) or by facsimile on or before Wednesday, 27 May 2020.

(1)	If in person or by post, please deliver to:	(2)	If by facsimile, please transmit to:
	Secretariat of the Board of Directors of Guangshen Railway Company Limited No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, The People’s Republic of China Postal Code: 518010		Secretariat of the Board of Directors of Guangshen Railway Company Limited Facsimile number: (86-755) 25591480

EX-99.6

Exhibit 99.6

(a joint stock limited company incorporated in the People’s Republic of China)

(Stock Code: 00525)	Number of shares to which this proxy form relates (Note 1)
Proxy Form for Use by Shareholders at the 2019 Annual General Meeting

I/We ^(Note 2)                                                                                                                                                                                                                                    of                                                                                                                                                                                                                                                  being the shareholder of Guangshen Railway Company Limited (the “Company”) hereby appoint THE CHAIRMAN OF THE MEETING/                                                                                                                                                                                ^{(Note 3)} of                                                                                                                                                                                                                       as my/our proxy to attend and vote on my/our behalf at the 2019 annual general meeting of the Company (or any adjournment thereof) (the “AGM”) to be held at 9:30 a.m. on Tuesday, 16 June 2020, at the Meeting Room of the Company at 3/F, No. 1052 Heping Road, Luohu District, Shenzhen, Guangdong Province, the People’s Republic of China, in respect of the resolutions set out in the notice convening the AGM as hereunder indicated and if no indication is given, as my/our proxy thinks fit or abstains at his/her own discretion.

	RESOLUTIONS WITHOUT THE ADOPTION OF CUMULATIVE VOTING SYSTEM	FOR (Note 4)	AGAINST (Note 4)	ABSTAIN FROM VOTING (Note 4)
ORDINARY RESOLUTIONS:
1.	the work report of the board of directors of the Company (the “Board”) for 2019 be and is hereby reviewed and approved.
2.	the work report of the supervisory committee of the Company (the “Supervisory Committee”) for 2019 be and is hereby reviewed and approved.
3.	the audited financial statements of the Company for 2019 be and is hereby reviewed and approved.
4.	the profits distribution proposal of the Company for 2019 be and is hereby reviewed and approved.
5.	the financial budget of the Company for 2020 be and is hereby reviewed and approved.
6.	the re-appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as the auditors of the Company for 2020 and their remunerations be and are hereby reviewed and approved.
7.	the remunerations and allowances of the independent non-executive directors of the ninth session of the Board be and are hereby reviewed and approved.
SPECIAL RESOLUTION:
8.	the proposed amendments to the articles of association of the Company be and are hereby reviewed and approved.
	RESOLUTIONS WITH THE ADOPTION OF CUMULATIVE VOTING SYSTEM	NUMBER OF VOTES (Note 5)
ORDINARY RESOLUTIONS:
9.	The election of the following executive and non-executive directors of the ninth session of the Board:
9.1.	the re-election of Mr. Wu Yong as an executive director of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
9.2.	the re-election of Mr. Hu Lingling as an executive director of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
9.3.	the re-election of Mr. Guo Xiangdong as an executive director of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
9.4.	the re-election of Mr. Guo Jiming as a non-executive director of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
9.5.	the re-election of Mr. Zhang Zhe as a non-executive director of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
9.6.	the appointment of Mr. Wang Bin as a non-executive director of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
10.	The election of the following independent non-executive directors of the ninth session of the Board:
10.1.	the appointment of Mr. Frederick Ma Si-Hang as an independent non-executive director of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
10.2.	the appointment of Mr. Tang Xiaofan as an independent non-executive director of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
10.3.	the appointment of Mr. Qiu Zilong as an independent non-executive director of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

11.	The election of the following shareholder representative supervisors of the ninth session of the Supervisory Committee:
11.1.	the re-election of Mr. Liu Mengshu as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
11.2.	the re-election of Mr. Chen Shaohong as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
11.3.	the re-election of Mr. Xiang Lihua as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.
11.4.	the re-election of Mr. Meng Yong as a shareholder representative supervisor of the Company by adopting the cumulative voting system be and is hereby reviewed and approved.

Date:                                                 2020 Signature of shareholder ^(Note 6):                                                                           

Notes:

1. Please fill in the number of shares in the Company registered in your name to which this proxy form relates. Failure to fill in the number of shares will result in this proxy form being deemed to relate to all shares in the Company registered in your name.

2. Full name(s) and address(es) must be inserted in BLOCK LETTERS.

3. If any proxy other than the chairman is preferred, strike out “THE CHAIRMAN OF THE MEETING/” and insert the name and address of the proxy you intend to appoint in the space provided. A shareholder is entitled to appoint one or more proxies to attend and vote at the AGM or any adjournment thereof (as the case may be). The proxy or proxies need not be a member of the Company. Any alternation made to this proxy form must be signed by the person who signs it.

4. IMPORTANT: IN RESPECT OF THE RESOLUTIONS NO. 1 TO NO. 8, IF YOU WISH TO VOTE FOR ANY OF THEM, PUT A “✓“ IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY OF THEM, PUT A “✓“ IN THE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY OF THEM, PUT A “✓“ IN THE BOX MARKED “ABSTAIN FROM VOTING”. Failure to complete the boxes will entitle your proxy to cast your vote(s) at his/her discretion. The shares abstained will be counted in the calculation of the required majority. A person entitled to more than one vote shall not be required to use all his/her votes or cast all the votes he/she uses in the same way. In the event that all such votes are not cast in the same way, please state the relevant number of shares in the appropriate box(es).

5. IMPORTANT: IN RESPECT OF THE RESOLUTIONS NO. 9.1 TO NO. 9.6, RESOLUTIONS NO. 10.1 TO NO. 10.3 AND RESOLUTIONS NO. 11.1 TO NO. 11.4, CUMULATIVE VOTING SYSTEM WILL BE ADOPTED IN CARRYING OUT THE VOTING AND THE COUNTING OF VOTING RESULTS REGARDING THESE RESOLUTIONS. PLEASE FILL IN THE “NUMBER OF VOTES” COLUMN WITH THE NUMBER OF VOTES YOU WISH TO CAST FOR CERTAIN CANDIDATE(S) FOR DIRECTOR/SHAREHOLDER REPRESENTATIVE SUPERVISOR. Set out below are instructions illustrating the voting method using cumulative voting system in respect of Resolutions No. 9.1 to No. 9.6, Resolutions No. 10.1 to No. 10.3 and Resolutions No. 11.1 to No. 11.4. Please fill in your intention of voting in accordance with the following instructions:

(i)	(a	)	in relation to Resolutions No. 9.1 to No. 9.6, for every share held by you, you will have the same number of votes which equals the number of executive and non-executive directors to be elected. For example, if you are holding 1 million shares and 6 executive and non-executive directors are to be elected at the AGM, the aggregate number of votes which you will have will be 6 million (i.e. 1 million shares x 6 = 6 million votes) for the voting of Resolutions No. 9.1 to No. 9.6;
	(b	)	in relation to Resolutions No. 10.1 to No. 10.3, for every share held by you, you will have the same number of votes which equals the number of independent non-executive directors to be elected. For example, if you are holding 1 million shares and 3 independent non-executive directors are to be elected at the AGM, the aggregate number of votes which you will have will be 3 million (i.e. 1 million shares x 3 = 3 million votes) for the voting of Resolutions No. 10.1 to No. 10.3;
	(c	)	in relation to Resolutions No. 11.1 to No. 11.4, for every share held by you, you will have the same number of votes which equals the number of shareholder representative supervisors to be elected. For example, if you are holding 1 million shares and 4 shareholder representative supervisors are to be elected at the AGM, the aggregate number of votes which you will have will be 4 million (i.e. 1 million shares x 4 = 4 million votes) for the voting of Resolutions No. 11.1 to No. 11.4.

(ii) you may cast all your votes on one candidate or cast any portion of your votes on different candidates in any combination. Please fill in the number of votes you wish to cast for certain candidate(s) in the “NUMBER OF VOTES” column. For example, if you are holding 1 million shares, the total number of your votes regarding Resolutions No. 9.1 to No. 9.6 is 6 million. You may choose to cast the 6 million votes equally amongst the 6 candidates, or to cast all your 6 million votes on one candidate, or cast 2 million votes on candidate A, 1.5 million votes on candidate B, 1 million votes on candidate C, 1 million votes on candidate D, 0.5 million votes on candidate E and 0 vote on candidate F, etc. The same will apply to the voting of Resolutions No. 10.1 to No. 10.3 and Resolutions No. 11.1 to No. 11.4, respectively.

(iii) when the total number of your votes, representing the total number of shares held by you multiplied by the total number of directors and shareholder representative supervisors to be elected, are used up after voting for a candidate or certain candidates, you will have no votes remaining to be cast on other candidates. The total number of votes you cast on the candidates shall not exceed the aggregate number of votes to which you are entitled.

(iv) please note that when the total number of votes you cast on one candidate or different candidates exceeds the total number of votes to which you are entitled, you shall modify the total number of votes cast by you. Otherwise, all the votes cast by you shall be deemed invalid; when the total number of votes you cast on one candidate or different candidates is less than the total number of votes to which you are entitled, such voting shall be valid and the uncast votes shall be regarded as abstaining votes. For example, if you are holding 1 million shares, the total number of your votes regarding Resolutions No. 9.1 to No. 9.6 is 6 million, (a) if you fill in “6 million votes” in the “NUMBER OF VOTES” column under candidate A, you have used up all the votes to which you are entitled regarding the voting of Resolutions No. 9.1 to No. 9.6, which results in you having no votes remaining to be cast for the other 5 candidates for executive and non-executive directors. Should you fill in the “NUMBER OF VOTES” column under the other 5 candidates with any number of votes (other than 0), all the votes you cast, including the votes you cast for candidate A and the other 5 candidates, shall be invalid; or (b) if you fill in “3 million votes” in the “NUMBER OF VOTES” column under candidate A, “2 million votes” in the “NUMBER OF VOTES” column under candidate B and “0 vote” in the “NUMBER OF VOTES” column under other 4 candidates, the 5 million votes cast by you shall be valid and the remaining 1 million votes uncast shall be regarded as abstaining votes. The same will apply to the voting of Resolutions No. 10.1 to No. 10.3 and Resolutions No. 11.1 to No. 11.4, respectively.

(v) please note that if you mark a “✓“ and also fill in number of votes cast in the “NUMBER OF VOTES” column under certain candidate(s), such number of votes filled in shall prevail for the counting of votes; if you mark a “✓“ without filling in number of votes cast in the “NUMBER OF VOTES” column under certain candidate(s), it shall be deemed that you have cast all your votes to a certain candidate or allocated all your votes to certain candidates equally. For the avoidance of doubt, you are not required to mark “✓“ in the “NUMBER OF VOTES” column in respect of Resolutions No. 9.1 to No. 9.6, Resolutions No. 10.1 to No. 10.3 and Resolutions No. 11.1 to No. 11.4; instead, you should fill in the “NUMBER OF VOTES” column with the number of votes you wish to cast for certain candidate(s).

(vi) all ballot paper that is not completed, wrongly completed, illegible or uncast shall be deemed as abstention of voting rights and such voting shall be deemed as invalid.

(vii) when the total number of votes cast on a certain candidate is more than half of the total number of shares held by all shareholders attending the AGM (before being cumulated), the candidate in question shall be regarded to have been elected. Where the number of elected directors/shareholder representative supervisors at the AGM is less than the number of directors/shareholder representative supervisors required to be elected, the second round of voting will be required for election of the remaining directors/shareholder representative supervisors until the number of directors/shareholder representative supervisors required to be elected is fulfilled.

(viii) when the second round of election is held pursuant to paragraph (vii) above, the calculation of cumulative votes shall be based on the number of directors/shareholder representative supervisors to be elected in the second round of election.

6. This proxy form must be signed by you or your attorney duly authorized in writing (in which case the written authority appointing such attorney has to be certified by a notary) or, if the appointer is corporation, this proxy form must be executed under its common seal or under the hand of a director or an attorney of the corporation duly authorized. If the proxy form is signed by an attorney on behalf of the appointer, the power of attorney or other authority must be certified by a notary. To be valid, this proxy form, together with any notary certified copy of the power of attorney or any other authority under which the proxy form (if any) is signed must be lodged at the registered address of the Company not less than 24 hours before the commencement of the AGM or any adjournment thereof (as the case may be).

7. Completion and return of the proxy form will not preclude you from attending and voting in person at the AGM or at any adjourned meeting should you so wish.