China Conch Venture : (1) PROPOSED SPIN-OFF AND SEPARATE LISTING OF THE SHARES OF CHINA CONCH ENVIRONMENT PROTECTION HOLDINGS LIMITED ON THE MAIN BOARD OF THE STOCK EXCHANGE OF HONG KONG LIMITED BY WAY OF INTRODUCTION (2) DATE OF BOARD MEETING AND PROPOSED DECLARATION OF CONDITIONAL DISTRIBUTION IN SPECIE AND (3) RECORD DATE

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.

This announcement appears for information purposes only and does not constitute or form part of any prospectus, invitation or offer to acquire, purchase or subscribe for any securities nor shall it or any part of it form the basis of or be relied upon in connection with any contract or commitment whatsoever. In particular, this announcement does not constitute and is not an offer to sell or a solicitation of any offer to buy securities in Hong Kong or elsewhere.

China Conch Venture Holdings Limited

中 國 海 螺 創 業 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 586)

1. PROPOSED SPIN-OFF AND SEPARATE LISTING OF THE SHARES OF CHINA CONCH ENVIRONMENT PROTECTION HOLDINGS LIMITED

ON THE MAIN BOARD OF

THE STOCK EXCHANGE OF HONG KONG LIMITED

BY WAY OF INTRODUCTION

1. DATE OF BOARD MEETING AND PROPOSED DECLARATION OF CONDITIONAL DISTRIBUTION IN SPECIE

AND

(3) RECORD DATE

Reference is made to the announcement of the Company dated 28 September 2021 in relation to the Proposed Spin-off and separate listing of the Conch Environment Shares.

DATE OF BOARD MEETING AND PROPOSED DECLARATION OF CONDITIONAL DISTRIBUTION IN SPECIE

The Company announces that resolutions are expected to be presented to the Board on Wednesday, 16 March 2022 for the purpose of, among other things, considering the Proposed Spin-off and declaration of a conditional special interim dividend to be satisfied by way of the Distribution. The Distribution, if declared, will be conditional upon the Listing Committee granting the listing approval and such approval not having been revoked prior to 8:00 a.m. (Hong Kong time) on the Listing Date.

- 1 -

RECORD DATE

Subject to the declaration of the Distribution by the Board on Wednesday, 16 March 2022, the record date for determining entitlements to the Distribution will be on Wednesday, 23 March 2022. All transfers of shares of the Company, accompanied by the relevant share certificates, must be lodged with the Company's Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Tuesday, 22 March 2022 in order to qualify for the Distribution (if declared).

Reference is made to the announcement of the Company dated 28 September 2021 in relation to the Proposed Spin-off and separate listing of the shares of Conch Environment on the Main Board of The Stock Exchange of Hong Kong Limited by way of introduction, which will be implemented through a distribution in specie (the ''Distribution'') by the Company of all the Conch Environment Shares to the qualifying shareholders in proportion to their respective shareholding in the Company as at the record date. Unless otherwise defined in this announcement, capitalised terms used herein shall have the meanings as defined in the announcement of the Company dated 28 September 2021.

DATE OF BOARD MEETING AND PROPOSED DECLARATION OF CONDITIONAL DISTRIBUTION IN SPECIE

The Company announces that resolutions are expected to be presented to the Board on Wednesday, 16 March 2022 for the purpose of, among other things, considering the Proposed Spin-off and declaration of a conditional special interim dividend to be satisfied by way of the Distribution. The Distribution, if declared, will be conditional upon the Listing Committee granting the listing approval and such approval not having been revoked prior to 8:00 a.m. (Hong Kong time) on the Listing Date. Further announcement(s) will be issued to provide more details of the Distribution after the said resolutions have been passed by the Board.

RECORD DATE

Subject to the declaration of the Distribution by the Board on Wednesday, 16 March 2022, the record date for determining entitlements to the Distribution will be on Wednesday, 23 March 2022. All transfers of shares of the Company, accompanied by the relevant share certificates, must be lodged with the Company's Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Tuesday, 22 March 2022 in order to qualify for the Distribution (if declared). The last day of dealings in the shares of the Company on a cum entitlement basis will be Friday, 18 March 2022, and the first day of dealings in the shares of the Company on an ex entitlement basis will be Monday, 21 March 2022.

- 2 -

GENERAL

Shareholders and other investors are reminded that there is no assurance that the Listing Committee will approve the Proposed Spin-off and the Listing. The Company will make further announcement(s) in relation to the Proposed Spin-off as and when appropriate.

As the Proposed Spin-off is conditional upon, among other things, the approvals of the Listing Committee, the final decision of the Board and the board of Conch Environment, market and other considerations, the Proposed Spin-off may or may not materialise. Shareholders and other investors are reminded to exercise caution when dealing in the securities of the Company. Any person who is in doubt about his/her/its position or any action to be taken is recommended to consult his/her/its own professional adviser(s).

DEFINITIONS

In this announcement, unless the context otherwise requires, the following expressions have the following meanings:

''Board''	the board of Directors
''Company''	China Conch Venture Holdings Limited (中國海螺創業控股
	有限公司), a company incorporated in the Cayman Islands
	with limited liability and the shares of which are listed on
	the Main Board of the Stock Exchange (stock code: 586)
''Conch Environment''	China Conch Environment Protection Holdings Limited (中
	國海螺環保控股有限公司),	an	exempted	company
	incorporated in the Cayman Islands with limited liability on
	2 March 2020

''Conch Environment Share(s)''

''Directors'' ''Group'' ''Hong Kong''

''Listing Committee'' ''Listing Date''

''Listing Rules''

the ordinary share(s) with a par value of HK$0.01 each of Conch Environment

the director(s) of the Company

The Company and its subsidiaries

the Hong Kong Special Administrative Region of the of the People's Republic of China

the Listing Committee of the Stock Exchange

the date on which the Conch Environment Shares are first listed and from which dealings in the Conch Environment Shares are permitted to commence on the Main Board of the Stock Exchange

the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, as amended, supplemented or otherwise modified from time to time

- 3 -

''PRC''

''Proposed Spin-off''

''Share(s)''

''Shareholder(s)'' ''Stock Exchange'' ''subsidiary(ies)''

the People's Republic of China and, except where the context otherwise requires and only for the purpose of this announcement, references in this announcement to the PRC exclude Hong Kong, the Macau Special Administrative Region and Taiwan

the proposed spin-off and separate listing of the Conch Environment Shares on the Main Board of the Stock Exchange

ordinary share(s) of HK$0.01 each in the share capital of the Company

holder(s) of the Share(s)

The Stock Exchange of Hong Kong Limited

has the meaning ascribed to it under the Listing Rules

For and on behalf of the Board

China Conch Venture Holdings Limited

Guo Jingbin

Chairman

Anhui Province, the People's Republic of China

4 March 2022

As at the date of this announcement, the Board comprises Mr. JI Qinying (Chief Executive Officer), Mr. LI Jian and Mr. LI Daming as executive Directors; Mr. GUO Jingbin (Chairman), Mr. SHU Mao and Mr. YU Kaijun as non-executive Directors; and Mr. CHAN Chi On (alias Derek CHAN), Mr. CHAN Kai Wing and Mr. LAU Chi Wah, Alex as independent non-executive Directors.

- 4 -