China Shengmu Organic Milk : Announcements and Notices - Resignation of Non-executive Director and Appointment of Non-executive Director

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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) RESIGNATION OF NON-EXECUTIVE DIRECTOR AND APPOINTMENT OF NON-EXECUTIVE DIRECTOR

The Board hereby announces that, with effect from 18 July 2017:

1. Mr. Dong Xianli has resigned as a non-executive Director of the Company; and

2. Mr. Wen Yongping has been appointed as a non-executive Director of the Company.

RESIGNATION OF DIRECTOR

The board (the "Board") of directors ("Directors") of China Shengmu Organic Milk Limited (the "Company", and together with its subsidiaries, the "Group") announces that Mr. Dong Xianli ("Mr. Dong") has tendered his resignation as a non-executive Director with effect from 18 July 2017 due to his other business commitments.

Mr. Dong has confirmed that he has no disagreement with the Board and there is no matter in respect of his resignation that needs to be brought to the attention of the shareholders of the Company ("Shareholders") or The Stock Exchange of Hong Kong Limited (the "Stock Exchange").

The Board would like to take this opportunity to express its sincere gratitude towards Mr. Dong for his valuable contribution to the Company during his tenure of office.

APPOINTMENT OF NON-EXECUTIVE DIRECTOR

The Board is pleased to announce that Mr. Wen Yongping ("Mr. Wen") has been appointed as a non-executive director with effect from 18 July 2017.

Mr. Wen Yongping (溫永平), aged 43, is the assistant vice president and the general manager of the milk sources business department of Inner Mongolia Mengniu Dairy Group Limited (內蒙古蒙牛乳業 (集團) 股份有限公司) , a subsidiary of China Mengniu Dairy Company Limited, a company incorporated in the Cayman Islands

with limited liability whose shares are listed on the Main Board of the Stock Exchange (stock code: 2319). Mr. Wen joined Mengniu in 1999 and has held various managerial positions since then. Since 29 March 2017, Mr. Wen has been a non-executive director of China Modern Diary Holdings Limited, a company incorporated in the Cayman Islands with limited liability whose shares are listed on the Main Board of the Stock Exchange (stock code: 1117).

Mr. Wen obtained a master's degree in agriculture study specializing in agriculture marketing in 2009 from Inner Mongolia Agricultural University (內蒙古農業大學). Mr. Wen obtained an EMBA degree from Peking University (北京大學) in 2011.

Mr. Wen has entered into a letter of appointment with the Company as a non-executive Director of the Company for a term of three years commencing on 18 July 2017, and he will be subject to retirement by rotation and re-election at the general meeting of the Shareholders in accordance with the articles of association of the Company. According to the terms of Mr. Wen's appointment, he is not entitled to any remuneration.

Save as disclosed above, as at the date of this announcement, Mr. Wen (i) has not held any other positions in the Company and its subsidiaries, and does not have any relationships with any Directors, senior management members or substantial or controlling shareholders of the Company; (ii) has not held any other directorships in any listed public companies in the last three years; (iii) does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Future Ordinance (Cap. 571 of the Laws of Hong Kong); and (iv) there is no other information required to be disclosed in relation to him pursuant to any of the requirements under the provisions of Rules 13.51 (2)(h) to 13.51 (2)(w) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, and there is no other matter which need to be brought to the attention of the Shareholders.

The Board would like to take this opportunity to welcome Mr. Wen for joining the Board.

By Order of the Board

China Shengmu Organic Milk Limited Shao Genhuo

Chairman

Hong Kong, 18 July 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. Wen Yongping, 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.