Sansheng : TERMINATION OF THE AGREEMENT AND RESUMPTION OF TRADING

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 an invitation or offer to acquire, purchase or subscribe for any securities of the Company.

Sansheng Holdings (Group) Co. Ltd.

三 盛 控 股（ 集 團 ）有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2183)

TERMINATION OF THE AGREEMENT

AND

RESUMPTION OF TRADING

This announcement is made by Sansheng Holdings (Group) Co. Ltd (the "Company", together with its subsidiaries, the "Group") pursuant to Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") and Part XIVA of the Securities and Futures Ordinance (Cap. 571 Laws of Hong Kong).

Reference is made to the announcement of the Company dated 28 July 2020 in relation to the proposed acquisition of the entire issued shares of Rosy Path Group Limited by Total Prestige Holdings Limited (a wholly-owned subsidiary of the Company) (the "Announcement"). The capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement.

TERMINATION OF THE AGREEMENT

The Target and its subsidiaries are principally engaged in the property development business. The Purchaser entered into the Agreement on 28 July 2020 to acquire the entire issued shares of the Target, which is wholly owned by Mega Regal (the controlling shareholder of the Company and is wholly and beneficially owned by Mr. Lin, an executive Director and the Chairman of the Board) for a total consideration of HK$338,640,000. The Consideration will be settled by way of issue and allotment of 49,800,000 new Shares to Mega Regal upon Completion. The Agreement is subject to a number of conditions precedents to be fulfilled before Completion including, among others, the approval of the Agreement and the issue of the Consideration Shares contemplated thereunder by the Independent Shareholders at the EGM.

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The Company regrets to inform the Shareholders and public investors that due to an inadvertent oversight of the fact that the blackout period of the Company has already commenced from 22 July 2020 up to 21 August 2020 (the "Blackout Period"), the entering into of the Agreement involving a proposed issue of the Consideration Shares to Mega Regal would have constituted dealing in securities of the Company by Mr. Lin as a Director, and therefore a non-compliance with the Model Code for Securities Transactions By Directors of the Listed Issuers as set out in Appendix 10 to the Listing Rules.

The matter was kindly brought to the attention of the Company by the Stock Exchange on the date of this announcement before the trading hours on the Stock Exchange started. To rectify the mistake, the Purchaser and the Vendor immediately agreed in writing to terminate the Agreement in the morning on 29 July 2020, without any claims against each other.

The Board sincerely regrets the inadvertent mistake made and apologise for any inconvenience which may be caused to the Shareholders and public investors by this incident.

RESUMPTION OF TRADING

At the request of the Company, trading in the Shares on the Stock Exchange was halted from 9:03 a.m. on 29 July 2020. Application has been made by the Company to the Stock Exchange for the resumption of trading of the Shares on the Stock Exchange with effect from 1:00 p.m. on 29 July 2020.

By order of the Board

Sansheng Holdings (Group) Co. Ltd.

Lin Rongbin

Chairman

Hong Kong, 29 July 2020

As at the date of this announcement, the Board comprises two executive Directors, namely Mr. Lin Rongbin and Ms. Cheng Xuan; two non-executive Directors, namely Mr. Xiao Zhong and Mr. Xu Jianwen; and three independent non-executive Directors, namely Mr. Pan Dexiang, Mr. Yuan Chun and Mr. Zhong Bin.

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