CTR Holdings Limited — Regulatory Filings 2021

Aug 6, 2021

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.

CTR Holdings Limited

(Incorporated in the Cayman Islands with members’ limited liability)

(Stock Code: 1416)

RESUMPTION GUIDANCE AND CONTINUED SUSPENSION OF TRADING

This announcement is made by CTR Holdings Limited (the “ Company ”, together with its subsidiaries, the “ Group ”) pursuant to Rule 13.09 of the Rules (the “ Listing Rules ”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Reference is made to the announcements of the Company dated 1 June 2021, 11 June 2021 and 7 July 2021 (the “ Announcements ”) in relation to, among others, (i) the publication of the unaudited annual results of the Company for the year ended 28 February 2021; (ii) the delay in publication of the audited annual results of the Company for the year ended 28 February 2021 (the “ 2021 Audited Annual Results ”); (iii) the suspension of trading in the shares of the Company on the Stock Exchange; and (iv) the proposed change of auditors of the Company and the appointment of HLB Hodgson Impey Cheng Limited as the auditors of the Company. Unless otherwise stated, the capitalised terms used herein shall have the same meaning as defined in the Announcements.

RESUMPTION GUIDANCE

On 6 August 2021, the Company received a letter (the “ Letter ”) from the Stock Exchange setting out the guidance for the resumption of trading in the shares of the Company (the “ Resumption Guidance ”) as follows:

• (a) publish all outstanding financial results required under the Listing Rules and address any audit modifications;

• (b) demonstrate the Company’s compliance with Rule 13.24 of the Listing Rules; and

• (c) inform the market of all material information for the Company’s shareholders and investors to appraise the Company’s position.

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The Letter also states that the Company must remedy the issue(s) causing its trading suspension and fully comply with the Listing Rules to the Stock Exchange’s satisfaction before trading in its shares is allowed to resume and, for this purpose, the Company has the primary responsibility to devise its action plan for resumption. The Stock Exchange further indicated in the Letter that it may modify or supplement the Resumption Guidance if the Company’s situation changes.

Under Rule 6.01A of the Listing Rules, the Stock Exchange may cancel the Company’s listing if trading in the Company’s shares has been suspended for a continuous period of 18 months, expiring on 30 November 2022. If the Company fails to remedy the issue(s) causing its trading suspension, fully comply with the Listing Rules to the Stock Exchange’s satisfaction and resume trading in its shares by 30 November 2022, the Listing Division will recommend the Listing Committee to proceed with the cancellation of the Company's listing. Under Rules 6.01 and 6.10 of the Listing Rules, the Stock Exchange also has the right to impose a shorter specific remedial period, when appropriate.

The Company is taking appropriate steps to resolve the issue(s) causing its trading suspension and will seek to resume trading of its shares as soon as possible. The Company will keep its shareholders and potential investors informed of the latest progress as and when appropriate and will announce quarterly updates on its development pursuant to Rule 13.24A of the Listing Rules.

CONTINUED SUSPENSION OF TRADING

As disclosed in the Announcements, there is a delay in the publication of the 2021 Audited Annual Results. At the request of the Company, trading in the shares of the Company on the Stock Exchange has been suspended with effect from 9:00 a.m. on Tuesday, 1 June 2021 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 CTR Holdings Limited Xu Xuping

Chairman, Chief Executive Officer and Executive Director

Hong Kong, 6 August 2021

As at the date of this announcement, the Board comprises two executive Directors, namely Mr. Xu Xuping and Mr. Xu Tiancheng; and three independent non-executive Directors, namely Mr. Kung Wai Chiu Marco, Mr. Tang Chi Wang and Ms. Wang Yao.

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