Hong Kong Exchanges and Clearing Limited

FORM 3B - Director/Chief Executive Notice – Interests in Shares of Associated Corporation

Form Serial Number:

DB20180710E00364

1. Date of relevant event:

05/07/2018
(dd/mm/yyyy)

2. Date when director became aware of the relevant event / interest in the shares (if later):

(dd/mm/yyyy)

3. Stock code:

00012

4. Name of listed corporation:

Henderson Land Development Company Limited

5. Name of associated corporation of listed corporation:

Towngas China Company Limited

6. Registered office:

P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands

7. Principal place of business:

23rd Floor, 363 Java Road, North Point, Hong Kong

8. Class of shares in which interested:

Ordinary

9. Number of issued shares in class:

2,768,689,545

12. Exchange on which listed:

The Stock Exchange of Hong Kong Limited

13. Name of director (English) as printed on HKID Card/Passport:

(Surname)	LEE
(Other names)	Shau Kee

16. Name of director (Chinese):

李兆基

17. Chinese Character Code as printed on HKID Card:

262103401015

30. Details of relevant event:

Brief description of relevant event

Capacity in which shares were/are held

Number of shares bought/sold or involved

Currency of transaction

On Exchange

Off Exchange

Before relevant event

After relevant event

Highest price (per share)

Average price (per share)

Average consideration (per share)

Nature of consideration

Long position

1113	The number of shares in which you are interested has increased because: any other event (you must briefly describe the relevant event in the Supplementary Information box)

2201	Interest of corporation controlled by you

37,475,564

HKD

Short position

31. Total shares immediately before the relevant event:

	Total number of shares	Percentage figure (%)
Long position	1,857,788,706	67.10

32. Total shares immediately after the relevant event:

	Total number of shares	Percentage figure (%)
Long position	1,895,264,270	68.45

33. Capacity in which interests disclosed in Box 32 are held:

Capacity code	Number of shares

34. Further information in derivative interests in associated corporation:

Derivatives code

Exercise period (dd/mm/yyyy)

Consideration - if derivatives granted by associated corporation

Number of shares

		Begins	Ends	Currency	Price for grant	Currency	Exercise price	Currency	Price on assignment

35. Further information in relation to interests of children under 18 and/or spouse:

Child/Spouse	Name of child/spouse	Number of shares

36. Further information in relation to interests of corporations controlled by director:

Name of controlled corporation

Address and place of incorporation

Name of controlling person

% control

Direct interest (Y/N)

Number of shares

Rimmer (Cayman) Limited ("TDT1")

P.O. Box 61, Harbour Centre, George Town, Grand Cayman, KY1-1102, Cayman Islands

LEE Shau Kee

100.00

Long position

1,895,264,270

Riddick (Cayman) Limited ("TDT2")

P.O. Box 61, Harbour Centre, George Town, Grand Cayman, KY1-1102, Cayman Islands

LEE Shau Kee

100.00

Long position

1,895,264,270

Hopkins (Cayman) Limited ("TUT1")

P.O. Box 61, Harbour Centre, George Town, Grand Cayman, KY1-1102, Cayman Islands

LEE Shau Kee

100.00

Long position

1,895,264,270

Henderson Development Limited ("HD")

72-76/F., Two International Finance Centre, 8 Finance Street, Central, Hong Kong

Hopkins (Cayman) Limited

100.00

Long position

1,895,264,270

Henderson Land Development Company Limited

72-76/F., Two International Finance Centre, 8 Finance Street, Central, Hong Kong

Henderson Development Limited

72.44

Long position

1,895,264,270

Faxson Investment Limited

Morgan & Morgan Building, Pasea Estate, Road Town, Tortola, British Virgin Islands

Henderson Land Development Company Limited

100.00

Long position

1,895,264,270

The Hong Kong and China Gas Company Limited

23/F., 363 Java Road, North Point, Hong Kong

Faxson Investment Limited

41.53

Long position

1,895,264,270

Towngas Investment Company Limited

23/F., 363 Java Road, North Point, Hong Kong

The Hong Kong and China Gas Company Limited

100.00

Long position

163,258,697

Planwise Properties Limited ("PP")

Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands

Towngas Investment Company Limited

100.00

Long position

160,527,180

Superfun Entrprises Limited ("SE")

Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands

Towngas Investment Company Limited

100.00

Long position

2,731,517

Towngas International Company Limited

Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands

The Hong Kong and China Gas Company Limited

100.00

Long position

1,732,005,573

Hong Kong & China Gas (China) Limited ("HKC")

Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands

Towngas International Company Limited

100.00

Long position

1,732,005,573

37. Further information in relation to interests held by director jointly with another person:

Name of joint shareholder	Address	Number of shares

38. Further information from a trustee, a beneficiary of a trust, or a person who has set up a discretionary trust:

Names of Trust	Address	Status code	Number of shares

39. Supplementary information:

TDT1&TDT2 as respective trustee of Henchild Trust&Henley Trust each holds units in Henfull Unit Trust(UT1) but is not entitled to any interest/share in any UT1 trust assets.TUT1 as trustee of UT1 owns all issued ordinary shares of HD.I own all issued shares of TUT1 TDT1&TDT2.TUT1 in its ordinary course of business as trustee exercises its power to hold HD shares independently with no reference to me as TUT1shareholder.PP,SE&HKC elected to receive scrip shares in the associated co. on 5/7/18.

40. Log/Serial Number of the previous form:

Date of filing this Form 3B:

10/07/2018
(dd/mm/yyyy)