China Education : MAJOR TRANSACTION EXPECTED DESPATCH DATE OF CIRCULAR

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.

China Education Group Holdings Limited

中 國 教 育 集 團 控 股 有 限 公 司

(incorporated in the Cayman Islands with limited liability

and carrying on business in Hong Kong as ''ChinaEdu 中教常春藤'')

(Stock Code: 839)

MAJOR TRANSACTION

EXPECTED DESPATCH DATE OF CIRCULAR

Reference is made to the announcement of China Education Group Holdings Limited (the ''Company'') dated 7 August 2020 (the ''Announcement'') in respect of, among other things, the major transaction in relation to the acquisition of schools in Hainan, for which the Company has obtained written Shareholders' approval from the Controlling Shareholders and accordingly, pursuant to Rule 14.44 of the Listing Rules, no general meeting of the Company will be held for the purpose of approving the Acquisitions. Unless otherwise stated, capitalised terms used herein have the meanings ascribed thereto in the Announcement.

As disclosed in the Announcement, the circular (for information purposes only) containing, inter alia, further details of the Acquisitions were expected to be despatched to the Shareholders by no later than 30 October 2020.

As additional time is required for the Company to compile information for inclusion in the circular, in particular, the circular is expected to include financial information of the Target Group for the period ending 31 August 2020 in line with the financial year end of the Group, in order to allow sufficient time for audit and time for the vetting of the circular by the Stock Exchange, the circular is expected to be despatched to the Shareholders by no later than 30 October 2020 and accordingly the Company has obtained a waiver from the Stock Exchange from strict compliance with Rule 14.41(a) of the Listing Rules.

By order of the Board

China Education Group Holdings Limited

Yu Guo Xie Ketao

Co-Chairmen

Hong Kong, 13 August 2020

As at the date of this announcement, the executive directors of the Company are Mr. Yu Guo, Mr. Xie Ketao, Dr. Yu Kai and Ms. Xie Shaohua, and the independent non-executive directors of the Company are Dr. Gerard A. Postiglione, Dr. Rui Meng and Dr. Wu Kin Bing.