42683 Eng.indd

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(incorporated in the Cayman Islands with limited liability)

(Stock Code: 01333) CLARIFICATION ANNOUNCEMENT

The board of directors (the "Board") of China Zhongwang Holdings Limited (the "Company", together with its subsidiaries, the "Group") notes that an institution published a report on 30 July
2015 (the "Report") which included certain allegations against the Company in respect of, among other things, certain alleged connected transactions of the Company.
The Board would like to clarify that the allegations against the Company in the Report are groundless or untrue statements. The Board would also like to highlight that:
• the annual financial statements of the Group have been audited by external independent auditors since the listing of the Company's shares in May 2009 (the "Listing") on the Main Board of The Stock Exchange of Hong Kong Limited (the "Exchange"). Since the Listing, the Group's accounts have never been qualified by the external independent auditors; and
• having made such enquiry with respect to the Company as is reasonable in the circumstances, the Board confirms that it is not aware of any information which must be announced to avoid a false market in the Company's securities or of any inside information that needs to be disclosed under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
The Company further notes that the Report states that the author "is short" the securities of the Company. Accordingly, the Company believes that the author might profit from a drop in the price of the Company's securities. The Company reserves its rights to take legal action (including commencing litigation) in connection with the Report.

Shareholders of the Company and potential investors are advised to exercise caution when dealing in the securities of the Company.

By order of the Board

China Zhongwang Holdings Limited Liu Zhongtian

Chairman

Hong Kong, 31 July 2015

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As at the date of this announcement, the Board consists of:

Executive directors

Mr. Liu Zhongtian, Mr. Lu Changqing, Mr. Chen Yan, Ms. Zhong Hong and Mr. Gou Xihui

Independent non-executive directors

Mr. Wong Chun Wa, Mr. Wen Xianjun, Mr. Shi Ketong and Mr. Lo Wa Kei, Roy.

* For identification purpose only

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