Discloseable and Connected Transaction: Disposal of Properties; and Notice of Special General Meeting

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Glorious Sun Enterprises Limited, you should at once hand this circular and the accompanying form of proxy to the purchaser or the transferee or to the bank, licensed securities dealer or registered dealer in securities or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

GLORIOUS SUN ENTERPRISES LIMITED

旭 日 企 業 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 393)

DISCLOSEABLE AND CONNECTED TRANSACTION DISPOSAL OF PROPERTIES AND NOTICE OF SPECIAL GENERAL MEETING Independent Financial Adviser to the Independent Board Committee and the Independent Shareholders YU MING INVESTMENT MANAGEMENT LIMITED

禹 銘 投 資 管 理 有 限 公 司

A letter from the Board is set out on pages 4 to 12 of this circular. A letter from the Independent Board Committee is set out on pages IBC-1 to IBC-2 of this circular. A letter from Yu Ming Investment Management Limited, the Independent Financial Adviser, containing its recommendations to the Independent Board Committee and the Independent Shareholders is set out on pages IFA-1 to IFA-17 of this circular.

The SGM of the Company will be held at Dynasty II, 7th Floor, The Dynasty Club Limited, South West Tower, Convention Plaza, 1 Harbour Road, Wanchai, Hong Kong on Thursday, 9 November 2017 at 3:00 p.m.. A notice convening the SGM is set out on pages SGM-1 to SGM-3 of this circular.

A form of proxy for the SGM is enclosed with this circular. Whether or not you are able to attend the meeting, you are advised to read the notice and to complete and return the enclosed form of proxy, in accordance with the instructions printed thereon, to the Company's principal place of business at 38/F., One Kowloon, 1 Wang Yuen Street, Kowloon Bay, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for the SGM or any adjourned meeting. Completion and return of the form of proxy will not preclude you from attending and voting in person at the SGM or at any adjourned meeting thereof should you so wish.

13 October 2017

Pages

DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 LETTER FROM THE INDEPENDENT BOARD COMMITTEE . . . . . . . . . . . . . . . . . . . . . . IBC-1 LETTER FROM THE INDEPENDENT FINANCIAL ADVISER . . . . . . . . . . . . . . . . . . . . . . IFA-1 APPENDIX I - VALUATION REPORT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-1 APPENDIX II - GENERAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-1 NOTICE OF SPECIAL GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . SGM-1

In this circular, the following expressions shall have the meanings set out below unless the context requires otherwise:

"A$" Australian dollars, the lawful currency of Australia

"Announcement" the announcement of the Company dated 7 September 2017 in respect of the Disposal

"associate(s)", "connected person(s)", "percentage ratio(s)", "subsidiary(ies)", "substantial shareholder(s)"

each has the meaning ascribed to it under the Listing Rules

"Board" the board of Directors

"Company" Glorious Sun Enterprises Limited 旭日企業有限公司, a limited liability company incorporated in Bermuda, the shares of which are listed on the main board of the Stock Exchange

"Director(s)" director(s) of the Company

"Disposal" the disposal of the Properties under the Disposal Agreements "Disposal Agreement A" the property sale and purchase agreement in relation to Property

1. entered into between Seller A and the Purchaser on 7 September 2017, further details of which are disclosed in the paragraph headed "Disposal Agreement A" in "Letter from the Board" in this circular

   "Disposal Agreement B" the property sale and purchase agreement in relation to Property

2. entered into between Seller B and the Purchaser on 7 September 2017, further details of which are disclosed in the paragraph headed "Disposal Agreement B" in "Letter from the Board" in this circular

"Disposal Agreements" Disposal Agreement A and Disposal Agreement B "HK$" Hong Kong Dollars, the lawful currency of Hong Kong

"Hong Kong" Hong Kong Special Administrative Region of the PRC

"Group" the Company and its subsidiaries

1

"Independent Board Committee" an independent committee of the Board advising the Independent

Shareholders in respect of transactions contemplated under the Disposal Agreements, comprising Mr. Lau Hon Chuen, Ambrose, GBS, JP, Dr. Chung Shui Ming, Timpson, GBS, JP, Mr. Wong Man Kong, Peter, BBS, JP and Dr. Lam Lee G., all being independent non-executive Directors

"Independent Financial Adviser" Yu Ming Investment Management Limited, a licensed corporation

to carry out Type 1 (dealing in securities), Type 4 (advising on securities), Type 6 (advising on corporate finance) and Type 9 (asset management) regulated activities under the SFO and the independent financial adviser to the Independent Board Committee and the Independent Shareholders in respect of the Disposal

"Independent Shareholders" Shareholders, other than Dr. Charles Yeung, Mr. Yeung Chun

Fan, Ms. Yeung Yuk Wai and their respective associates

"Latest Practicable Date" 10 October 2017, being the latest practicable date prior to the

printing of this circular for ascertaining certain information contained herein

"Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange

"PRC" The People's Republic of China

"Properties" Property A and Property B

"Property A" Unit No. 2, Level 1, Ping Street, No. 218 Bayi Road, Yuzhong District, Chongqing, the PRC

"Property B" No. 17 Chongqing Road, Nanguan District, Changchun, Jilin Province, the PRC

"Purchaser" 惠州旭興置業有限公司(Huizhou Yuxing Property Company Limited*), a company established in the PRC

"Purchaser Holdco" 星裕置業（惠州）有限公司(Xingyu Property (Huizhou) Company

Limited*), a company established in the PRC

"RMB" Renminbi, the lawful currency of PRC

"Seller A" 重慶市真維斯服飾有限公司(Chongqing Jeanswest Apparels Company Limited*), a company established in the PRC and an indirect wholly-owned subsidiary of the Company

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