Announcement on Implementation of 2011 Profit Distribution

Plan

The Company and all members of the Board of Directors hereby warrant that the information contained in this announcement is true, accurate and complete, and assume joint and several liabilities for any false representation, misleading statement or material omission.

Important Notes:

●  RMB 3.70 for every ten shares (tax inclusive)

Cash dividend per share before-tax is RMB 0.37, and after-tax is RMB 0.333

● Shareholding Registration Date: 4 May, 2012(Friday)

●  Ex-Right and Ex-Dividend Date: 7 May, 2012 (Monday)

●  Cash Dividend Delivery Date: 11 May, 2012(Friday)

The 2011 profit distribution plan of Industrial Bank Co., Ltd. has been deliberated on and approved by the 2011 Annual General Shareholders’ Meeting held on April 9, 2012. The announcement concerning the resolutions of the General Shareholders’ Meeting was published on the website of the Shanghai Stock Exchange and in China Securities News, Shanghai Securities News, Securities Times and Securities Daily on April 10, 2012. Detailed implementation of the profit distribution plan is announced as follows:

I. 2011 Annual profit distribution plan

1. Year of distribution: 2011

2. Taking the total 10,786,411,134 shares of the Company at the end of 2011 as the base, a cash dividend of RMB 0.37 (tax included) is to be paid out for every share to all shareholders listed on the register as of the registration date of stock equity. The cash dividend paid out for every share is RMB 0.333 after tax is deducted.

II. Dividend payout dates

●  1. Shareholding Registration Date: 4 May, 2012(Friday)

●  Ex-Right and Ex-Dividend Date: 7 May, 2012 (Monday)

●  Cash Dividend Delivery Date: 11 May, 2012(Friday)

III. Distribution targets

All shareholders of the Company registered with Shanghai Branch of the China Securities Depository and Clearing Corporation Limited after the close of trading at the Shanghai Stock Exchange in the afternoon of May 4, 2012.

IV. Measures for the implementation of cash dividends

1. Except for the shareholders specified as follows, Shanghai Branch of China Securities Depository and Clearing Corporation Limited is authorized by the Company to distribute cash dividends through its capital clearing system to the shareholders of the Company who were registered on the equity registration date and who have conducted the designated transactions at membership units under Shanghai Stock Exchange. Those shareholders that have completed all designated transactions can withdraw cash dividends at the designated securities brokage business department on the date of payment for the dividends; for those shareholders that have not completed the designated transactions, the dividends will be temporarily kept under the custody of Shanghai Branch of China Securities Depository and Clearing Corporation Limited, and will be distributed after the designated transactions have been completed.

Cash dividends for the shareholders, Hang Seng Bank Limited, Tetrad Ventures Pte Ltd. and Fujian Xingyin Property Management Co., Ltd. will be paid directly by the Company.

2. The Company is to withhold individual income tax at the rate of 10% for individual shareholders and securities investment funds holding the Company’s shares; the actual cash dividends to be distributed after tax will be RMB 0.333 per share.

3. Those shareholders (including institutional investors) that hold the Company’s shares and that are resident enterprises defined in the Enterprise Income Tax Law of the People’s Republic of China are required to pay the income tax by themselves, and the actual cash dividends to be distributed per share will be RMB 0.37.

4. In regard to qualified foreign institutional investors (QFII) holding shares of the Company, in accordance with relevant provisions of China, Shanghai Branch of China Securities Depository and Clearing Corporation Limited is authorized by the Company to distribute to the said investors the sum due after the deduction of enterprise income tax at the rate of 10%, that is, the cash dividend per share to be distributed is RMB 0.333. If the shareholders of this category can provide the following relevant legal documents within 10 business days after the publication of this announcement: (1) Receipts of paying enterprise income tax to China’s tax authorities as resident enterprises; (2) the declaration of enterprise income tax payment submitted to China’s tax authorities as resident enterprises; (3) the documentary evidence that can prove that cash dividends received belong to the organization, institution or location established by the shareholders of this category in China, though not a resident enterprise. After the Company confirms that the relevant shareholders are classified as resident enterprises, the said 10% enterprise income tax will not be withheld, and the Company will reissue the corresponding cash dividend of RMB 0.037 per share to those shareholders. If the shareholders in this category fail to provide such documentary evidence within the specified period, the Company will withhold the income tax of QFII shareholders’ cash dividends at the tax rate of 10%.

5. Other non-resident enterprises whose enterprise income taxes are not withheld by the Company are required to pay the income tax on the cash dividends by themselves.

V. Consulting measures

Consulting institution: Office of the Board of Directors, Industrial Bank

Add: Floor 10, A# Zhongshan Building, 154 Hudong Road

Tel: 0591-87857530 

Fax: 0591-87842633 

VI. Documents available for reference

Resolution of the Company’s 2011 Annual General Shareholders’ Meeting

 

Board of Directors

Industrial Bank Co., Ltd.

April 26, 2011