Zhongchang International Ld : MONTHLY UPDATE PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

The information set out below in this announcement is provided for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for shares in the Company.

ZHONGCHANG INTERNATIONAL HOLDINGS GROUP LIMITED

中 昌 國 際 控 股 集 團 有 限 公 司

(incorporated in Bermuda with limited liability)

(Stock code: 859)

MONTHLY UPDATE

PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE

This announcement is made pursuant to Rule 3.7 of the Takeovers Code.

Reference is made to the Company's announcements dated 24 October 2019, 25 October 2019, 29 October 2019, 5 November 2019 and 22 November 2019 in relation to, inter alia, the enforcement of charge over shares held by the controlling shareholder (the

• Announcements"). Unless otherwise stated, capitalised terms used in this announcement shall have the same meaning as defined in the Announcements.

As disclosed in the Announcements, the Security Agent has applied for the Waiver from the obligation to make a mandatory general offer for all the securities of the Company not already owned or agreed to be acquired by the Security Agent pursuant to Note 2 on Dispensations from Rule 26 of the Takeovers Code. As advised by the Security Agent, on 17 December 2019, it has submitted its responses to the enquiries raised by the Executive Director of the Corporate Finance Division of the Securities and Futures Commission of Hong Kong or its delegate (the "Executive") on 2 December 2019 on the Waiver application, and the Executive is reviewing and considering such responses.

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In accordance with Rule 3.7 of the Takeovers Code, monthly announcement(s) will be made by the Company until an announcement of firm intention to make an offer under Rule 3.5 of the Takeovers Code (if the Waiver is not granted) is made or the Waiver is granted. Further announcement(s) will be made by the Company as and when appropriate in accordance with the Listing Rules and/or the Takeovers Code (as the case may be).

By order of the board of the directors

Zhongchang International Holdings Group Limited

Fan Xuerui

Chairman and Executive Director

Hong Kong, 23 December 2019

As at the date of this announcement, the board of directors of the Company comprises Mr. Fan Xuerui (Chairman), Mr. Pi Minjie, Mr. Sun Meng and Ms. Li Guang as executive directors; Mr. Wang Xin as non-executive director; and Mr. Hung Ka Hai Clement, Mr. Liew Fui Kiang and Mr. Wong Sai Tat as independent non-executive directors.

The directors of the Company jointly and severally accept full responsibility for accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

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