China Green : Announcements and Notices - Update on the Amendment to Terms and Conditions of the Notes

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CHINA GREEN (HOLDINGS) LIMITED

中國綠色食品（ 控股） 有限公司

(Incorporated in Bermuda with limited liability)

(Stock code: 904)

UPDATE ON THE AMENDMENT TO TERMS AND CONDITIONS OF THE NOTES

Reference is made to the announcement dated 15 December 2016 and the circular dated 4 January 2017 ("Circular") issued by China Green (Holdings) Limited ("Company") in relation to the proposed amendment to terms and conditions of the Notes. Reference is also made to the poll results announcement of the Company's special general meeting dated 20 January 2017. Unless the context otherwise requires, capitalised terms used in this announcement shall have the same meanings as those defined in the Circular.

As set out in the Circular, the Completion is conditional upon and subject to, amongst other things, the approval of the Proposed Amendments by the Stock Exchange being obtained by the Company. The Stock Exchange has granted the approval of the Proposed Amendments pursuant to Rule 28.05 of the Listing Rules on 30 December 2016. Such approval is subject to the disclosure of the approval by the publication of this announcement and Shareholders' approval on the Proposed Amendments (which has been obtained at the special general meeting of the Company held on 20 January 2017).

The Company will make further announcement(s) to update Shareholders as to the status of Completion as and when appropriate.

By Order of the Board

China Green (Holdings) Limited Sun Shao Feng

Chairman

Hong Kong, 25 January 2017

As at the date of this announcement, the Board comprises two executive Directors, namely Mr. Sun Shao Feng (Chairman and Chief Executive Officer) and Mr. Chen Changgai; and four independent non-executive Directors, namely Mr. Wei Xiongwen, Mr. Hu Ji Rong, Mr. Zeng Shaoxiao and Ms. Yu Xiao Min.