Greenheart : POLL RESULTS OF SPECIAL GENERAL MEETING HELD ON 4 AUGUST 2020

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GREENHEART GROUP LIMITED

綠心集團有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 94)

POLL RESULTS OF SPECIAL GENERAL MEETING

HELD ON 4 AUGUST 2020

The Board is pleased to announce that the proposed resolution as set out in the SGM Notice dated 16 July 2020 was duly passed by the Independent Shareholders by way of poll at the SGM held on 4 August 2020.

References are made to the circular (the "Circular") and the notice of the special general meeting (the "SGM Notice") of Greenheart Group Limited (the "Company"), both dated 16 July 2020. Unless the context otherwise requires, terms defined in this announcement shall have the same meanings as those defined in the Circular.

The Board is pleased to announce that the proposed resolution was duly passed by the Independent Shareholders by way of poll at the special general meeting held on 4 August 2020 (the "SGM"). The Company's branch share registrar in Hong Kong, Tricor Tengis Limited, was appointed as the scrutineer at the SGM for the purpose of vote-taking.

POLL RESULTS OF THE SGM

As at the date of the SGM, the total number of issued Shares was 1,854,991,056. As disclosed in the Circular, Newforest and its associates, holding 1,122,005,927 Shares (representing approximately 60.49% of the issued share capital of the Company), were required to and did abstain from voting on the proposed resolution at the SGM. Save as aforesaid, no other Shareholders were required to abstain from voting on the proposed resolution at the SGM. Accordingly, the Independent Shareholders, holding a total of 732,985,129 Shares and representing approximately 39.51% of the issued share capital of the Company, were entitled to attend and vote for or against the proposed resolution at the SGM. No Shareholder was entitled to attend and vote only against the proposed resolution at the SGM.

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The poll results for the proposed resolution at the SGM was as follows:

Number of shares voted

(%)

	Ordinary resolution (Note)
	For	Against
1 (a)	To approve, confirm and ratify the Fifth
	Supplemental Facility Agreement, the terms and
	conditions thereof and transactions contemplated
	thereunder (including the Proposed Annual
	Caps); and	51,756,460	0
(b)	To authorize any one or more of the Directors to	(100.00%)	(0.00%)
	sign and do all such things and acts as he/they
	may in his/their discretion consider necessary to
	effect the transactions contemplated under the
	Fifth Supplemental Facility Agreement.

Note: The description of the proposed resolution is by way of summary only. Please refer to the SGM Notice for the full text of the proposed resolution.

As a quorum of Shareholders was present at the SGM and more than 50% of the valid votes were cast in favour of the above proposed resolution, the above proposed resolution was therefore duly passed as an ordinary resolution of the Company at the SGM.

By Order of the Board

Greenheart Group Limited

Ding Wai Chuen

Executive Director and Chief Executive

Officer

Hong Kong, 4 August 2020

As at the date hereof, the Board comprises two executive Directors, namely Messrs. Ding Wai Chuen and Lim Hoe Pin, four non-executive Directors, namely Messrs. Cheng Chi-Him Conrad, Tsang On-Yip Patrick, Simon Murray and Cheng Yang, and three independent non-executive Directors, namely Messrs. Wong Man Chung Francis, Cheung Pak To Patrick and To Chun Wai.

Website:http://www.greenheartgroup.com

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