Green Leader : SUPPLEMENTAL ANNOUNCEMENT

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.

GREEN LEADER HOLDINGS GROUP LIMITED

綠領控股集團有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 61)

SUPPLEMENTAL ANNOUNCEMENT

Reference is made to the announcement of the Company dated 22 July 2020 and 24 July 2020 (the "Announcements") in relation to, among others, the issue of the Convertible Notes to the Subscribers, namely China OEPC and Ms. Hao. China OEPC is indirectly wholly-owned by Mr. Zhang, an executive director of the Company, and Ms. Hao is the spouse of Mr. Zhang and thus an associate of Mr. Zhang. Unless the context requires otherwise, capitalised terms used herein shall bear the same meanings as defined in the Announcements.

EFFECT ON SHAREHOLDING STRUCTURE OF THE COMPANY

The following table sets out the shareholding structure of the Company (i) as at the date of the Announcement; (ii) immediately after the allotment and issue of the Conversion Shares upon full conversion of the Convertible Notes at the initial Conversion Price (assuming that, save for the Share Consolidation, there are no other changes to the issued share capital of the Company from the date of this announcement and prior to conversion); (iii) immediately after the allotment and issue of the Conversion Shares upon full conversion of the Convertible Notes at the initial Conversion Price, the full conversion of the outstanding convertible bonds of US$40 million issued on 10 July 2017 (the "US$40M CB") at the conversion price of HK$0.26 per Existing Share and the allot and issue of 2,578,676,000 consideration Shares under the discloseable transaction announced on 25 May 2020 (assuming that, save for the Share Consolidation, there are no other changes to the issued share capital of the Company from the date of this announcement and prior to conversion); (iv) immediately after the allotment and issue of the Conversion Shares upon conversion of the Convertible Notes at the initial Conversion Price to the extent that China OEPC and Ms. Hao will hold 29.99% of the enlarged issued share capital of the Company (assuming that, save for the Share Consolidation, there are no other changes to the issued share capital of the Company from the date of this announcement and prior to conversion); and (v) immediately after the allotment and issue of the Conversion Shares upon conversion of the Convertible Notes at the initial Conversion Price to the extent that China OEPC and Ms. Hao will hold 29.99%

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of the enlarged issued share capital of the Company, the full conversion of the US$40M CB at the conversion price of HK$0.26 per Existing Share and the allot and issue of 2,578,676,000 consideration Shares under the discloseable transaction announced on 25 May 2020 (assuming that, save for the Share Consolidation, there are no other changes to the issued share capital of the Company from the date of this announcement and prior to conversion):

Shareholders

China OEPC (Note 1)

Ms. Hao (Note 2)

Holders of the US$40M

CB (Note 3)

Jin Xin Resources Group

Limited (Note 4)

Other Shareholders

(v)

Immediately after the allotment

and issue of the Conversion

Shares upon conversion of the

Convertible Notes at the initial

Conversion Price to the extent

(iv)

that China OEPC and Ms. Hao

Immediately after the allotment

will hold 29.99% of the enlarged

and issue of the Conversion

issued share capital of the

Shares upon conversion of the

Company, the full conversion of

Convertible Notes at the initial

the US$40M CB at the conversion

(ii)

(iii)

Conversion Price to the extent

price of HK$0.26 per Existing

Immediately after the allotment

Immediately after the allotment

that China OEPC and Ms. Hao

Share and the allot and issue

and issue of the Conversion

and issue of the Conversion

will hold 29.99% of the enlarged

of 2,578,676,000 consideration

Shares upon full conversion of the

Shares upon full conversion of the

issued share capital of the

Shares under the discloseable

Convertible Notes at the initial

Convertible Notes at the initial

Company (assuming that, save

transaction announced on 25 May

Conversion Price (assuming that

Conversion Price (assuming that

for the Share Consolidation, there

2020 (assuming that, save for the

there are no other changes to

there are no other changes to

are no other changes to the issued

Share Consolidation, there are no

the issued share capital of the

the issued share capital of the

share capital of the Company

other changes to the issued share

(i)

Company from the date of

Company from the date of

from the date of

capital of the Company from the

As at the date of

this announcement and

this announcement and

this announcement and

date of this announcement and

the Announcement

prior to conversion)

prior to conversion)

prior to conversion)

prior to conversion)

Number of

Number of

Number of

Number of

Number of

Existing

Approximate

Consolidated

Approximate

Consolidated

Approximate

Consolidated

Approximate

Consolidated

Approximate

Shares

percentage

Shares

percentage

Shares

percentage

Shares

percentage

Shares

percentage

1,885,859,226

17.92%

1,821,565,688

78.46%

1,821,565,688

72.55%

185,040,760

29.99%

197,793,223

22.30%

-

-

68,181,818

2.94%

68,181,818

2.72%

-

-

68,181,818

7.69%

-

-

-

-

60,000,000

2.39%

-

-

60,000,000

6.77%

-

-

-

-

128,933,800

5.13%

-

-

128,933,800

14.54%

8,639,348,858

82.08%

431,967,443

18.60%

431,967,443

17.21%

431,967,443

70.01%

431,967,443

48.70%

Total:	10,525,208,084	100%	2,321,714,949	100%	2,510,648,749	100%	617,008,203	100%	886,875,079	100%

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Notes:

1. China OEPC beneficially owns 1,885,859,226 Shares and HK$380,000,000 Existing Convertible Notes. China OEPC is beneficially owned by Best Growth Enterprises Limited. Best Growth Enterprises Limited is beneficially owned by Mr. Zhang. By virtue of the SFO, Mr. Zhang and Best Growth Enterprises Limited are deemed to be interested in those Shares and derivative interest held by China OEPC.
2. Ms. Hao is the spouse of Mr. Zhang, holding HK$15,000,000 Existing Convertible Notes. By virtue of the SFO, Ms. Hao is also deemed to be interested in the 1,885,859,226 Shares and derivative interest held by China OEPC.
3. As at the date of this supplemental announcement, the Company is in the course of negotiations for potential settlement, amendment and extension of the US$40M CB.
4. Jin Xin Resources Group Limited is the vendor of the discloseable transaction as announced on 25 May 2020.
5. This is for illustrative purpose only as there are restrictions under the terms of the Convertible Notes that prohibit any conversion which will trigger a mandatory offer obligation under Rule 26 of the Takeovers Code or will cause the public float of the Shares to be less than 25% (or any given percentage under the Listing Rules).

By the order of the Board of

Green Leader Holdings Group Limited

Mr. Tse Michael Nam

Executive Director

Hong Kong, 29 July 2020
As at the date of this announcement, the Directors are:
Executive Directors	Non-executive Director
Mr. Zhang Sanhuo	Mr. Chang Che-Fa
Mr. Tse Michael Nam (Chief Executive Officer)
Ms. Zhang Tingting
Independent non-executive Directors
Mr. Lam Chi Wai
Mr. Lyu Guoping
Mr. Jin Xuliang

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