Voluntary Announcement Supplemental Agreement

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limitedtake no responsibility for the contents of this announcement, make no representationas to its accuracy or completeness and expressly disclaim any liability whatsoever forany loss howsoever arising from or in reliance upon the whole or any part of the contentsof this announcement. ZHEJIANG EXPRESSWAY CO., LTD. (A joint stock limited company incorporated in the People's Republic of China with limited liability) VOLUNTARY ANNOUNCEMENT SUPPLEMENTAL AGREEMENT TO CLARIFY FINANCIAL SERVICES AGREEMENT AS CONTINUING CONNECTED TRANSACTION Reference is made to the Company's announcement dated 19 July 2013(the "July 2013 Announcement") in relation to the Financial Services Agreement.Unless otherwise defined herein, terms defined in the July 2013 Announcement have thesame meaning when used in this announcement. It was disclosed in the July 2013 Announcement that the Company and ZhejiangCommunications Finance had entered into the Financial Services Agreement.However, it has recently came to the attention of the board of Directors of theCompany that, although the parties to the Financial Services Agreement intendedthat the agreement applied to financial services (the "Services") to be providedby Zhejiang Communications Finance to the Company as well as its subsidiaries,the definition of "the Company" used in the Financial Services Agreement and inthe July 2013 Announcement did not specifically refer to the Company's subsidiariesas potential recipients of the Services. Since the date of the Financial Services Agreement, besides the Company, Zhejiang JinhuaYongji Expressway Co., Ltd. ("Jinhua Co"), a wholly-owned subsidiary of the Company,has also placed deposits (the "Jinhua Deposits") with Zhejiang Communications Finance. In order to formalise the strict contractual basis for the Jinhua Deposits and to properlyreflect the intention of the parties to the Financial Services Agreement, on 28 March 2014,the Company and Zhejiang Communications Finance entered into a supplemental agreement(the "Supplemental Agreement") to supplement the Financial Services Agreement withretrospective effect from 18 July 2013 (being the date of the Financial Services Agreement),so as to make clear that the definition of "the Company" used in the Financial ServicesAgreement as the proposed recipient of the Services, was intended to refer to theCompany and its subsidiaries (the "Group"). All other terms of the Financial ServicesAgreement remain unchanged as described in the July 2013 Announcement except that allreferences in the July 2013 Announcement to "the Company", as being the proposed recipientof the Services, shall be read to refer to "the Group". LISTING RULES IMPLICATIONS As stated in the July 2013 Announcement, the transactions under the Financial ServicesAgreement (as amended by the Supplemental Agreement) constitute continuing connectedtransactions for the Company under Chapter 14A of the Listing Rules. As each of the applicable percentage ratios in respect of the Deposit Services thatmay be provided by Zhejiang Communications Finance to the Group under the FinancialServices Agreement (as amended by the Supplemental Agreement) remains more than 0.1%but less than 5%, such services constitute continuing connected transactions of theCompany subject to the reporting, announcement and annual review requirements underRule 14A.34(1) of the Listing Rules, but are exempt from the independent shareholders'approval requirement under Chapter 14A of the Listing Rules. On behalf of the Board ZHEJIANG EXPRESSWAY CO., LTD. ZHAN Xiaozhang Chairman Hangzhou, PRC, 28 March 2014 As of the date of this announcement, the executive directors of the Company are:Mr. ZHAN Xiaozhang, Ms. LUO Jianhu and Mr. DING Huikang; the non-executive directorsof the Company are: Mr. LI Zongsheng, Mr. WANG Weili and Mr. WANG Dongjie; and theindependent non-executive directors of the Company are: Mr. ZHANG Junsheng,Mr. ZHOU Jun and Mr. PEI Ker-Wei.