China Shengmu Organic Milk : (1) Change of Chairman of the Board; and (2) Changes in the Composition of Board Committees

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CHINA SHENGMU ORGANIC MILK LIMITED

中 國 聖 牧 有 機 奶 業 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1432)

1. CHANGE OF CHAIRMAN OF THE BOARD; AND
2. CHANGES IN THE COMPOSITION OF BOARD COMMITTEES

The Board announces that the following changes to the Board and the composition of the board committees will take effect from 29 June 2017:

1. Mr. Yao Tongshan will resign as chairman of the Board but continue to be an executive Director and the chief executive officer of the Company;

2. Mr. Shao Genhuo, a non-executive Director, will be appointed as the chairman of the Board;

3. Mr. Cui Guiyong, a non-executive Director, will cease to be a member of the Audit Committee;

4. Mr. Wang Liyan, an independent non-executive Director, will be appointed as a member of the Audit Committee;

5. Mr. Yao Tongshan, an executive Director and chief executive officer of the Company, will resign as chairman of the Nomination Committee but shall continue to be a member of the Nomination Committee;

6. Each of Mr. Fu Wenge, Mr. Li Changqing and Mr. Wang Liyan, being independent non-executive Directors, and Mr. Shao Genhuo, a non-executive Director, will be appointed as members of the Nomination Committee, and Mr. Fu Wenge will also be appointed as the chairman of the Nomination Committee;

7. Mr. Li Xuan, an independent non-executive Director, will be appointed as a member of the Remuneration Committee; and

8. Mr. Li Changqing, an independent non-executive Director and existing member of the Remuneration Committee, will be appointed as chairman of the Remuneration Committee.

1. CHANGE OF CHAIRMAN OF THE BOARD

   The board (the "Board") of directors (the "Directors", and each a "Director") of China Shengmu Organic Milk Limited (the "Company") announces that, for the purposes of enhancing corporate governance, and with a view to separating the roles of the chairman of the Board and the chief executive officer of the Company under the requirement of provision A2.1 of the Corporate Governance Code, Mr. Yao Tongshan has tendered his resignation from the office of chairman of the Board with effect from 29 June 2017. Following his resignation, Mr. Yao Tongshan will continue to serve the Company as an executive director of the Company and the chief executive officer of the Company.

   In connection with the resignation of Mr. Yao Tongshan from the position of chairman of the Board, Mr. Yao Tongshan has confirmed that he has no disagreement with the Board and there is no other matter required to be brought to the attention of the shareholders of the Company or The Stock Exchange of Hong Kong Limited.

   The Board is pleased to further announce that Mr. Shao Genhuo, a non-executive Director, has been appointed as the chairman of the Board, with effect from 29 June 2017. Mr. Shao Genhuo is enthusiastic about the prospects of the organic dairy industry, and also has great confidence in the future development of the Company. For details on the position, experiences and service contract of Mr. Shao Genhuo, please refer to the annual report of the Company in respect of the year ended 31 December 2016.

   The Board would like to extend its sincere respect, appreciation and gratitude towards Mr. Yao Tongshan for his valuable contributions to the Company during his tenure of service as the chairman of the Board, and to welcome Mr. Shao Genhuo in his new position as chairman of the Board.

2. CHANGES IN THE COMPOSITION OF BOARD COMMITTEES

   The Board announces that, with effect from 29 June 2017:

3. Mr. Cui Guiyong, a non-executive Director, will cease to be a member of the Audit Committee;

4. Mr. Wang Liyan, an independent non-executive Director, will be appointed as a member of the Audit Committee;

5. Mr. Yao Tongshan, an executive Director and the chief executive officer of the Company, will resign as chairman of the Nomination Committee but shall continue to be a member of the Nomination Committee;

6. Each of Mr. Fu Wenge, Mr. Li Changqing and Mr. Wang Liyan, being independent non-executive Directors, and Mr. Shao Genhuo, a non-executive Director, will be appointed as members of the Nomination Committee, and Mr. Fu Wenge will also be appointed as the chairman of the Nomination Committee;

7. Mr. Li Xuan, an independent non-executive Director, will be appointed as a member of the Remuneration Committee; and

8. Mr. Li Changqing, an independent non-executive Director and existing member of the Remuneration Committee, will be appointed as chairman of the Remuneration Committee.

By Order of the Board

China Shengmu Organic Milk Limited Shao Genhuo

Chairman

Hong Kong, 29 June 2017

As at the date of this announcement, the executive Directors are Mr. Yao Tongshan, Mr. Wu Jianye, Ms. Gao Lingfeng and Mr. Cui Ruicheng; and the non-executive Directors are Mr. Dong Xianli, Mr. Fan Xiang, Mr. Cui Guiyong, Mr. Sun Qian, Mr. Shao Genhuo and Mr. Zhang Jiawang; and the independent non-executive Directors are Mr. Li Changqing, Ms. Ge Xiaoping, Mr. Fu Wenge, Mr. Wang Liyan and Mr. Li Xuan.