Chen Lin Education : VOLUNTARY ANNOUNCEMENT ENTERING INTO MEMORANDUM OF COOPERATION

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Chen Lin Education Group Holdings Limited

辰 林 教 育 集 團 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1593)

VOLUNTARY ANNOUNCEMENT

ENTERING INTO MEMORANDUM OF COOPERATION

This announcement is made by Chen Lin Education Group Holdings Limited (the ''Company'', together with its subsidiaries and consolidated operating entities in the People's Republic of China, the ''Group'') on a voluntary basis.

ENTERING INTO MEMORANDUM OF COOPERATION

The board of directors (the ''Board'') of the Company is pleased to announce that, on 24 July 2020, the Company and Shandong He Ling Equity Investment Management Co., Ltd. (山東和靈股權投資管理有限公司) (''Shandong He Ling'') entered into a memorandum of cooperation (''MOU''), pursuant to which the parties plan to have in-depth cooperation (the ''Cooperation Affairs'') for mutual benefit. The Cooperation Affairs mainly include:

1. The parties of the MOU agree to commence cooperation in investment in the education industry through industrial funds and/or M&A funds.
2. Shandong He Ling will provide support to the Group for the future financing by leveraging on its own advantages.

The details of the above Cooperation Affairs will be stipulated in legally binding agreements.

INFORMATION ABOUT THE PARTIES

The School is a private university located in Jiangxi Province of the People's Republic of China (the ''PRC''), providing undergraduate programs, junior college programs and diversified education-related services. The School is controlled by the Company through a series of contractual arrangements. The Company is a limited liability company incorporated under the laws of the Cayman Islands and its ordinary shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited (the ''Stock Exchange''). The Group is a leading provider of private higher education in Jiangxi Province of the PRC.

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Shandong He Ling is a company established and existing under the laws of the People's Republic of China with limited liability. Shandong He Ling is mainly engaged in equity investment, investment management and investment consulting services. Shandong He Ling is indirectly controlled by Mr. Lu Xibiao. Mr. Lu Xibiao has extensive experience in the field of investment consulting and investment management. To the best of the directors' knowledge, information and belief, having made all reasonable enquires, both Shandong He Ling and its ultimate beneficial owner are third parties independent from the Company and the connected persons (as defined under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ''Listing Rules'')) of the Company.

REASONS FOR ENTERING INTO THE MOU

The Board believes that, with its extensive experience in the field of investment, Shandong He Ling is able to identify investment targets with growth potential and introduce high- quality potential investors to the Company through its own resources and channels. The Board further believes that the cooperation with Shandong He Ling can give full play to the advantages of the parties in their own fields, so as to create value for the Company and its shareholders.

GENERAL

The Board wishes to emphasize that, no legally binding agreement in relation to the Cooperation Affairs has been reached by the parties of the MOU as at the date of this announcement. The parties of the MOU will promote the implementation of the specific Cooperation Affairs in accordance with the MOU. If the specific Cooperation Affairs constitute notifiable transaction of the Company under Chapter 14 of the Listing Rules, the Company will comply with the disclosure and relevant requirements under the Listing Rules as and when appropriate. Shareholders and potential investors of the Company are advised to exercise caution when dealing in the Shares of the Company.

By order of the Board

Chen Lin Education Group Holdings Limited

HUANG Yulin

Chairman

Nanchang, the PRC, 14 August 2020

As at the date of this announcement, the executive directors of the Company are Mr. Huang Yulin, Mr. Huang Boqi, Mr. Zheng Junhui, Mr. Li Cunyi, Mr. Bau Siu Fung, Mr. Wang Li, Ms. Gan Tian; and the independent non-executive directors of the Company are Mr. Chan Hon Ki, Mr. Chen Wanlong, Mr. Huang Juyun and Mr. Wang Donglin.

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