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: 851) UNUSUAL TRADING PRICE AND VOLUME MOVEMENTS AND CHANGE IN SHAREHOLDING

This announcement is made by Sheng Yuan Holdings Limited (the "Company") at the request of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") and pursuant to Rule 13.09(1) of the Rules Governing the Listing of Securities on The Stock Exchange (the "Listing Rules") and the Inside Information Provisions (as defined under the Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Chapter 571, Laws of Hong Kong).
The board (the "Board") of directors (the "Directors") of the Company has noted the recent increase in the price and trading volume of the shares of the Company (the "Shares"). Having made such enquiry with respect to the Company as is reasonable in the circumstances, the Board confirms that, save as disclosed below, it is not aware of any reasons for such increases in the price and trading volume of the Shares or of any information which must be announced to avoid a false market in the Shares or of any inside information that needs to be disclosed under Part XIVA of the Securities and Futures Ordinance.
The Board has been notified that Front Riches Investments Limited, a company wholly owned by Mr. Hu Yishi, had disposed of 400,000,000 Shares, representing approximately 11.52% of the issued share capital of the Company, to King Lion Group Limited, a company wholly owned by Mr. Gao Yongzhi (the "Share Transfer"). Completion of the Share Transfer has taken place on 29 January 2015.
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Set out below is the shareholding structure of the Company immediately before and after completion of the
Share Transfer:

Immediately before Immediately after Shareholders the Share Transfer the Share Transfer

Number of Number of

Shares % Shares %

Substantial Shareholders

King Lion Group Limited (Note 1) 611,000,000 17.6 1,011,000,000 29.1
Front Riches Investments Limited

(Note 2) 810,309,600 23.3 410,309,600 11.8

Tse Dik Chi 300,000,000 8.6 300,000,000 8.6

Public Shareholders 1,750,452,956 50.5 1,750,452,956 50.5



Total 3,471,762,556 100.0 3,471,762,556 100.0

Notes:

1. King Lion Group Limited is wholly owned by Smart Chant Limited which in turn is wholly owned by Mr. Gao

Yongzhi.

2. Front Riches Investments Limited is a corporation wholly controlled by Mr. Hu Yishi.

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

By Order of the Board Sheng Yuan Holdings Limited Wu Siu Lam, William

Executive Director and Chief Executive Officer

Hong Kong, 29 January 2015

As at the date of this announcement, the Board consists of Mr. Wu Siu Lam, William and Ms. Cheng Kit Sum, Clara (all being executive Directors), Mr. Xu Guocai (being non-executive Director), Mr. Lo Ka Wai, Mr. Qi Wenju and Mr. Wu Fred Fong (all being independent non-executive Directors).

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