WANXIANG INTERNATIONAL LIMITED: NOTICE OF A SUBSTANTIAL SHAREHOLDER'S INTEREST

Notice of Interest/Change in Interest
* Asterisks denote mandatory information
Name of Announcer *	WANXIANG INTERNATIONAL LIMITED
Company Registration No.	200602962C
Announcement submitted on behalf of	WANXIANG INTERNATIONAL LIMITED
Announcement is submitted with respect to *	WANXIANG INTERNATIONAL LIMITED
Announcement is submitted by *	Li Chunnan
Designation *	Chairman and CEO
Date & Time of Broacast	06-Mar-2012 18:22:03
Announcement No.	00112
Price Sensitivity	Yes

>> Announcement Details

The details of the announcement start here ...

>> Part I
1. Date of notice to issuer *	06/03/2012
2. Name of Substantial Shareholder *	Xu Weixiang ("XWX")
3. Please tick one or more appropriate box(es): *
- Notice of a New Substantial Shareholder's interest. [Please complete Part II and IV]

>> Part II
1. Date of change of Interest	05/03/2012
2. Name of Registered Holder	DBS Vickers Securities (Singapore) Pte Ltd
3. Circumstance(s) giving rise to the interest or change in interest	# Others
# Please specify details	Wanbang Joint Investment Pte Ltd. ("Offeror") holds 306,106,913 ordinary shares in the issued share capital of Wanxiang ("Shares"). Pursuant to a subscription agreement dated 11 October 2011 entered into by, amongst others, Wande Joint Investments Pte Ltd. ("WDJI") and the Offeror, WDJI has subscribed for 127,160,405 ordinary shares in the Offeror ("Offeror Shares"), representing approximately 63.32% of all issued Offeror Shares. XWX in turn has subscribed for 18,021 ordinary shares of WDJI ("WDJI Shares"), representing approximately 36.04% of all issued WDJI Shares pursuant to a subscription agreement dated 11 October 2011 entered into by, amongst others, XWX and WDJI. Accordingly, XWX is deemed to be interested in the Shares held by the Offeror by virtue of Section 7 of the Companies Act.
4. Information relating to shares held in the name of the Registered Holder
No. of Shares held before the change	306,106,913
As a percentage of issued share capital	97.14 %
No. of Shares which are subject of this notice	306,106,913
As a percentage of issued share capital	97.14 %
Amount of consideration (excluding brokerage and stamp duties) per share paid or received	0
No. of Shares held after the change	306,106,913
As a percentage of issued share capital

>> Part III
1. Date of change of [Select Option]
2. The change in the percentage level	From % to %
3. Circumstance(s) giving rise to the interest or change in interest	[Select Option]
# Please specify details
4. A statement of whether the change in the percentage level is the result of a transaction or a series of transactions

>> Part IV
1. Holdings of Substantial Shareholder, including direct and deemed interest:
	Direct	Deemed
No. of shares held before the change	0	0
As a percentage of issued share capital	0 %	0 %
No. of shares held after the change	0	306,106,913
As a percentage of issued share capital	0 %	97.14 %

Footnotes

(1) The percentages are computed based on Wanxiang's issued share capital comprising 315,115,698 shares (excluding 19,668,000 shares held by Wanxiang as treasury shares). (2) As disclosed in paragraphs 3.4(e) and 3.4(f) of the exit offer letter dated 17 January 2012 ("Exit Offer Letter") and issued by DBS Bank Ltd for and on behalf of the Offeror. (a) XWX and the individual shareholders of Huifeng Joint Investment Pte Ltd. ("HF") have entered into a subscription agreement with WDJI, under which XWX, amongst others, has undertaken to subscribe for new WDJI Shares and for this purpose, pay for the subscription of the new WDJI Shares by assigning his right to receive his portion of the HF Proceeds (as defined in the Exit Offer Letter) that would be distributable to XWX by HF. and (b) WDJI and the individual shareholders of Wanxiang Joint Investment Pte Ltd. ("WXJI") have entered into a subscription agreement with the Offeror, under which WDJI, amongst others, has undertaken to subscribe for new Offeror Shares and for this purpose, pay for the subscription of the new Offeror Shares by setting off in full against the obligation of the Offeror to pay the proceeds that would be payabable as consideration pursuant to WXJI's acceptance of the Exit Offer.