Differ Group Auto Limited — Regulatory Filings 2018

Dec 13, 2018

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.

This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities.

DIFFER GROUP HOLDING COMPANY LIMITED 鼎豐集團控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 6878)

FURTHER DELAY IN DESPATCH OF CIRCULAR OF VERY SUBSTANTIAL ACQUISITION TRANSACTION IN RELATION TO THE PARTICIPATION OF THE ACQUISITION OF LAND PLOTS IN ZHEJIANG PROVINCE

Reference is made to the announcement dated 8 November 2018 (the “ Announcement ”), the clarification announcement of the Company dated 13 November 2018 and the delay announcement of the Company dated 29 November 2018 (the “ Delay Announcement ”) in relation to, among other things, the Acquisitions (collectively referred to as the “ Announcements ”). Unless otherwise defined, capitalised terms used herein have the same meanings as those defined in the Announcements.

As stated in the Announcement, a circular (the “ Circular ”) containing further information in relation to the Acquisitions as required under the Listing Rules will be despatched by the Company to the Shareholders pursuant to the Listing Rules on or before 29 November 2018.

As stated in the Delay Announcement, additional time was required for finalising certain information to be included in the Circular, it was anticipated that the despatch of the Circular would be delayed to a date falling on or before 12 December 2018.

As the Company requires further additional time for finalising certain information to be included in the Circular, it is anticipated that the despatch of the Circular will be delayed to a date falling on or before 27 December 2018.

Further announcement(s) will be made by the Company to inform the Shareholders of any material developments relating to the Acquisitions and further announcement(s) will be made by the Company to keep the Shareholders and potential investors updated on the progress of the Acquisitions.

1

Shareholders and potential investors are advised to exercise caution when dealing in the securities of the Company, and are recommended to consult their professional advisers if they are in any doubt about their position and as to actions that they should take.

By order of the Board Differ Group Holding Company Limited HONG Mingxian Chairman and Executive Director

Hong Kong, 13 December 2018

As at the date of this announcement, the executive Directors are Mr. HONG Mingxian, Mr. NG Chi Chung and Mr. CAI Huatan; the non-executive Directors are Mr. CAI Jianfeng and Mr. WU Qinghan; and the independent non-executive Directors are Mr. CHAN Sing Nun, Mr. LAM Kit Lam and Mr. ZENG Haisheng.

The directors of the Company jointly and severally accept full responsibility for the accuracy of information contained in this announcement and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

If there is any inconsistency in this announcement between the Chinese and English versions, the English version shall prevail.

2