39810-01A 1..2

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.



Phoenix Healthcare Group Co. Ltd

鳳 凰 醫 療 集 團 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1515)

SHARE PURCHASE PURSUANT TO SHARE AWARD SCHEME

Reference is made to the announcement of Phoenix Healthcare Group Co. Ltd (the ''Company'') dated
July 7, 2014 (the ''Announcement'') in relation to the adoption of the share award scheme (the

''Scheme'') by the board of directors of the Company (the ''Board''). Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as defined in the Announcement.

On November 11, 2014, the Company granted and paid an amount of HK$9,995,098.43 to the Trustee to purchase the Company's existing Shares on the market pursuant to the Scheme. Following the Company's instruction, the Trustee purchased an aggregate of 653,500 Shares of the Company's existing Shares on the market for the purpose of the Scheme. Details of the purchase and the latest information about the Shares held by the Trustee are as follows:
Trade date: November 19, 2014
Settlement date: November 21, 2014
Total number of Shares purchased: 653,500 Shares
Percentage of issued share capital of the Company as of the date of this announcement:
Approximately 0.0784%
Average consideration per Share: Approximately HK$15.2947
Total consideration: HK$9,995,098.43
Balance of number of Shares held by the Trustee:

- prior to the purchase 11,191,000 Shares

- immediately after the purchase 11,844,500 Shares

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As at the date of this announcement, no Shares have been granted under the Scheme. The Board will constantly review and decide at its discretion, with reference to the financial resources available for the Scheme, the total number of Shares to be awarded to the Selected Participants in respect of each year.
By the order of the Board
Phoenix Healthcare Group Co. Ltd
Liang Hongze
Chairman
Hong Kong, November 21, 2014

As at the date of this announcement, the Board comprises Mr. Liang Hongze, Ms. Xu Jie, Mr. Xu Zechang, Mr. Jiang Tianfan and Mr. Zhang Xiaodan, as executive Directors; Mr. Yang Huisheng and Mr. Rui Wei, as non-executive Directors; and Mr. Kwong Kwok Kong, Ms. Cheng Hong, Mr. Wang Bing and Mr. Sun Jianhua, as independent non-executive Directors.

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