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China Gold International Announces Loan Agreement and Deposit Services Agreement with Related Party

 

VANCOUVER, December 19, 2017- China Gold International Resources Corp. Ltd. (TSX: CGG; HKEx: 2099) (the “Company” or “China Gold International Resources”) wishes to announce that on December 18, 2017, the Company and China National Gold  Group Finance Co., Ltd. (“China Gold Finance”) entered into a deposit services agreement (the “Deposit Services Agreement”) pursuant to which the Company and its subsidiaries (the “Group”) may, from time to time, make withdrawals and deposits with China Gold Finance up to a daily maximum deposit balance (including interest) not exceeding RMB 100,000,000.  Loan interest payable to China Gold Finance will be based on the RMB benchmark rate for a one year loan published by The People’s Bank of China (4.35%) with a 5% discount.  In addition, on December 18, 2017, the Company and China Gold Finance entered into a loan agreement (the “Loan Agreement”) pursuant to which China Gold Finance agreed to provide an unsecured loan in the aggregate amount of RMB 350,000,000 to satisfy the financial needs of the Group within the PRC.  Deposit interest rates payable by China Gold Finance for any deposits shall be, at a minimum, 20% higher than the benchmark interest rate published by The People's Bank of China for the same period and for the same type of deposit.

China Gold Finance is licensed by the China Banking Regulatory Commission.  China National Gold Group Co., Ltd. (formerly: China National Gold Group Corporation), the controlling shareholder of the Company, holds a 51% interest in China Gold Finance and therefore, both the Deposit Services Agreement and the Loan Agreement (together, the “Transactions”) constitute a “related party transaction” as defined in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”).  For the purposes of MI 61-101, the Transactions are exempt from (i) minority approval requirements in accordance with section 5.7(a) by virtue of the fact that the value of the loan and the deposit, in each case, is less than 25% of the Company's market capitalization and (ii) the formal valuation requirement because each of the loan and the deposit is a credit facility.

About China Gold International Resources

China Gold International Resources Corp. Ltd. is based in Vancouver, BC, Canada and operates both profitable and growing mines, the CSH Gold Mine in Inner Mongolia, and the Jiama Copper-Polymetallic Mine in Tibet Autonomous Region of the People’s Republic of China. The Company’s objective is to continue to build shareholder value by growing production at its current mining operations, expanding its resource base, and aggressively acquiring and developing new projects internationally. The Company is listed on the Toronto Stock Exchange (TSX: CGG) and the Main Board of The Stock Exchange of Hong Kong Limited (HKEx: 2099).

For further information on China Gold International Resources Corp. Ltd., please refer to its SEDAR profile at www.sedar.com or contact Tel:604-609-0598, Email:info@chinagoldintl.com, Website:www.chinagoldintl.com.

Cautionary Note About Forward-Looking Statements

Certain information regarding China Gold International Resources contained herein may constitute forward-looking statements within the meaning of applicable securities laws. Forward-looking statements may include estimates, plans, expectations, opinions, forecasts, projections, guidance or other statements that are not statements of fact. Although China Gold International Resources believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. China Gold International Resources cautions that actual performance will be affected by a number of factors, most of which are beyond its control, and that future events and results may vary substantially from what China Gold International Resources currently foresees. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration results, continued availability of capital and financing and general economic, market or business conditions. The forward-looking statements are expressly qualified in their entirety by this cautionary statement. The information contained herein is stated as of the current date and subject to change after that date.