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.

SINO PROSPER STATE GOLD RESOURCES HOLDINGS LIMITED qtJM.IIfitJtilttmt m*l'tJ

(lncorporated in the Cayman Islands with limited liability)

(Stock Code: 766)

UNUSUAL PRICE AND TRADING VOLUME MOVEMENTS

This announcement is made at the request of The Stock Exchange of Hong Kong Limited.
The board of directors (the "Board") of Sino Prosper State Gold Resources Holdings Limited (the "Company") has noted today' s increase in price and increase in trading volume of the shares of the Company. The Board, after having made such enquiry as is considered necessary in the circumstances, confirms that save as disclosed below, the Board is not aware of any reasons for these price and volume movements or 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.
Reference is made to the circular (the "Circular") of the Company dated 3 September 2013 in relation to the further extension of the long stop date in respect of a major and connected transaction. Capitalised terms used in the following paragraph have the same meanings as defined in the Circular.
Subsequent to the approvai by the Independent Shareholders on 30 September 2013 of the further extension of the Long Stop Date, the Board has noted that the international gold price has maintained a decreasing trend in generai. In view of this, the Company has commenced negotiation with the Vendor for a possible early termination of the Acquisition Agreement. As at the date of this announcement, no detailed terms have been concluded and no binding agreement has been entered into for the above-mentioned possible early termination of the Acquisition Agreement. Accordingly, early termination of the Acquisition Agreement may or may not materialise.

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

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This announcement is made by the order of the Company. The Directors collectively and individually accept responsibility for the accuracy of this statement.

By Order of the Board

Sino Prosper State Gold Resources Holdings Limited Ng Kwok Chu, Winfield

Executive Director

Hong Kong, 2 January 2014

As at the date of this announcement, the executive Directors of the Company are Mr. Leung Ngai Man, Mr. Sung Kin Man and Mr. Ng Kwok Chu, Winfield, and the independent non-executive Directors of the Company are Ms. Xuan Hong, Mr. Cai Wei Lun and Mr. Zhang Qingkui.

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