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VOLUNTARY ANNOUNCEMENTIN RESPECT OFTHE PROPERTY DEVELOPMENT PROJECT IN ZHANJIANG

2024-06-12 00:00:00

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.(Incorporated in Bermuda with limited liability) (Stock Code: 7) VOLUNTARY ANNOUNCEMENT IN RESPECT OF THE PROPERTY DEVELOPMENT PROJECT IN ZHANJIANG Wisdom Wealth Resources Investment Holding Group Limited (the “Company”) would like to update its shareholders the recent development of the property development project in Zhanjiang.On 6 June 2024 a meeting was held between 广东港粤金控房地产开发有限公司 (Guangdong Hong Kong Guangdong Financial Holdings Real Estate Development Company Limited*) (the “Project Company”) an indirect wholly-owned subsidiary of the Company established for the property development project on the five land parcels located in Donghai Dao Zhanjiang Economic and Technological Development Zone Zhanjiang City Guangdong Province the PRC (the “Zhanjiang Smart City Project”) and the major contractors and creditors involved in the project. The major contractors including 陕建集团华山国际工 程有限公司 (Shan Jian Group Huashan International Engineering Co. Ltd.*) 广东万源 建设工程有限公司 (Guangdong Wan Yuan Construction Engineering Co. Ltd.*) 芜湖市 昊成建设有限公司 (Wuhu Hao Cheng Construction Co. Ltd.*) 广东万业建设集团有 限公司 (Guangdong Wan Ye Construction Group Co. Ltd.*) 广东拓普建设工程有限公 司 (Guangdong Ta Pu Construction Engineering Co. Ltd.*) and 中淼建设工程有限公司 (Zhong Miao Construction Engineering Co. Ltd.*) (collectively the “Contractors”) which are contracted to invest over RMB4 billion for the construction works of the Zhanjiang Smart 1City Project and have completed a significant portion of the preliminary and foundation engineering construction works of the project as at the date of this announcement were present at the meeting. The creditors of the Zhanjiang Smart City Project including 东莞 市华讯伟业房地产开发有限公司 (Dongguan Hua Xun Wei Ye Real Estate Development Co. Ltd.*) 广州晟裕地产集团有限公司 (Guangzhou Sheng Yu Real Estate Group Co.Ltd.*) and 广州青林资本投资管理有限公司 (Guangzhou Qing Lin Capital Investment Management Co. Ltd.*) (collectively the “Project Creditors”) which have provided loans totaling approximately RMB60 million to the Project Company were also in attendance.During the meeting the Contractors and the Project Creditors expressed their serious concerns on the Company’s recent developments including (i) the winding-up petition filed by Shinny Solar Limited in September 2023; (ii) the written requisition by Wealthy Planet Group Limited (a shareholder of the Company holding not less than 10% of the total voting rights of all the members of the Company) requiring the Company to convene a special general meeting to consider resolutions for the removal of the existing directors of the Company (the “Directors”) from the board of Directors (the “Board”) and appointment of new Directors in May 2024; and (iii) the suspension of trading in the shares of the Company on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) since April 2024.The Contractors and the Project Creditors highlighted that their investment and provision of funds in the Zhanjiang Smart City Project were based on their optimism about the project’s prospect and their trust and confidence in the existing Board. The Contractors and the Project Creditors reaffirmed their commitment to fully support the development of the Zhanjiang Smart City Project as long as the existing Board remains unchanged. However they expressed that a winding-up order or substantial changes in the Board (“Material Adverse Incident”) would lead to a loss of confidence in the Zhanjiang Smart City Project. They believe that such incidents would significantly increase uncertainties and risks which would adversely affect their investments and legitimate interests in the Zhanjiang Smart City Project. In the event of any Material Adverse Incident the Contractors and the Project Creditors would cease providing construction works and funding to the Zhanjiang Smart City Project. They would also take appropriate legal actions to protect their legitimate interests in the Zhanjiang Smart City Project. The Contractors and the Project Creditors urged the Project Company and the Company to develop feasible solutions to avoid the occurrence of any Material Adverse Incident and ensure the continuous control of the Project Company by the Company with the existing Board thereby securing a smooth and stable development of the Zhanjiang Smart City Project. 2Trading in the shares of the Company on the Stock Exchange has been suspended with effect from 9:00 a.m. on Tuesday 2 April 2024 pending the publication of the announcement in relation to the annual results of the Company for the year ended 31 December 2023 and will remain suspended until further notice.Shareholders and potential investors of the Company are advised to exercise caution when dealing in the shares of the Company.By order of the Board Wisdom Wealth Resources Investment Holding Group Limited Xu Jun Jia Chairman Hong Kong 12 June 2024 As at the date of this announcement the Honorary Chairman and Senior Consultant of the Company is Dr. Yukio Hatoyama; the senior consultants of the Company comprise Dr. Wang Tao Mr. Fu Chenyu and Mr. Lalaharisaina Joelivalerien; the Board comprises three executive Directors namely Mr. Xu Jun Jia Mr. Neil Bush and Mr. Cao Yu; and four independent non- executive Directors namely Mr. Ngan Kam Biu Stanford Mr. Tam Chak Chi Mr. Ma Kin Ling and Mr. Yiu King Ming.* for identification purposes only 3