At the 4th Meeting of the 2nd Board of Directors, held on 16 Sept 2008, the following proposals were examined and approved:

1. a scheme regarding a corporate bond issuance
Pursuant to a resolution of the 2nd 2008 Extraordinary General Meeting of Shareholders and with authorization of the meeting, the company will issue RMB 13.5 bln worth of corporate bonds at RMB 100.00 face value, including RMB 6 bln worth of three-year bonds and RMB 7.5 bln worth of five-year bonds. The interest rate payable on the corporate bonds is fixed and is no more than the benchmark set by the State Council of China.

Holders of the company's tradable shares will have the rights of first refusal to subscribe to the bonds. RMB 1.35 bln worth of three-year bonds will be issued through an online trading system to public investors. In addition, the bonds can also be issued via an offline trading system to institutional investors.

2. to retain China Railway Construction & Investment Co., Ltd. as guarantor on the corporate bond issuance and China International Capital Co., Ltd. as the sponsoring institution, lead underwriter and trustee for the bonds issuance
3. commitments on the payment and guarantee measures for bond issuance
4. to retain Wang Baoguo as the general manager of the company

Board of Directors
16 Sept 2008


Source: Shanghai Stock Exchange

Date: 17 Sept 2008

CN01/SC/LZ/BT/KM