Shanghai La Chapelle Fashion : PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION,PROCEDURAL RULES FOR GENERAL MEETINGS AND PROCEDURAL

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.

上 海 拉 夏 貝 爾 服 飾 股 份 有 限 公 司

(a joint stock company incorporated in the People's Republic of China with limited liability)

Reference is made to the announcements of the Company dated 20 June 2017, 16 June 2017, 9 June 2017, 25 May 2017, 16 November 2015, 26 October 2015, 20 July 2015 and 21 April 2015, and the

circulars dated 31 July 2017, 12 June 2017, 10 June 2016, 12 March 2016 and 31 July 2015 in relation to the proposed listing of the A Shares. Reference is also made to the announcements of the Company dated 9 June 2017, 28 August 2015 and 20 July 2015 and the circulars dated 12 June 2017, 11 September 2015 and 31 July 2015 in relation to the proposed amendments of its Articles of Association.

At the 2015 second extraordinary general meeting of the Company held on 15 September 2015, the Shareholders approved, among other things, the revision of the Draft Articles for A Shares, the Procedural Rules for General Meetings and the Procedural Rules for Board Meetings, which will be effective and valid upon listing of the A Shares on the Shanghai Stock Exchange. To reflect the subsequent changes to the existing Articles of Association made on 18 September 2015, 18 December 2015 and 28 July 2017 (as disclosed in the announcements of the Company dated 20 July 2015, 28

August 2015 and 9 June 2017 and the circulars dated 31 July 2015, 11 September 2015 and 12 June 2017), the Board has passed a resolution on 24 August 2017 to approve the further amendments to the Draft Articles for A Shares, the Procedural Rules for General Meetings and the Procedural Rules for Board Meetings, which will be effective and valid upon listing of the A Shares on the Shanghai Stock Exchange. Please refer to Appendices I to III of this announcement for the full text of the proposed amendments to the Draft Articles for A Shares, the Procedural Rules for General Meetings and the Procedural Rules for Board Meetings.

The proposed amendments to the Draft Articles for A Shares are subject to the approval of the Shareholders by passing a special resolution at the EGM. The proposed amendments to the Procedural Rules for General Meetings and the Procedural Rules for Board Meetings are subject to the approval of the Shareholders by passing ordinary resolutions at the EGM. Following the approval at the EGM, such amendments will become effective upon completion of the A Share Offering.

A circular containing, among other things, further details of the proposed amendments to the Draft Articles for A Shares, the Procedural Rules for General Meetings and the Procedural Rules for Board Meetings, together with a notice convening the EGM, will be despatched to the Shareholders in due course.

In this announcement, the following expressions shall have the following meanings unless the context requires otherwise:

"A Share(s)" ordinary shares in the Company with a nominal value of RMB1.00 per share proposed to be issued under the A Share Offering and to be listed and traded in RMB on the Shanghai Stock Exchange

"A Share Offering" the Company's proposed initial public offering of not more than

54,770,000 A Shares to be listed on the Shanghai Stock Exchange

"Articles of Association" the articles of association of the Company, as amended from time to

time

"Board" the board of Directors of the Company

"Company" Shanghai La Chapelle Fashion Co., Ltd. ( 上海拉夏貝爾服飾股份有 限公司 ), a joint stock company established in the PRC with limited liability and the H Shares of which are listed on the Main Board of the Hong Kong Stock Exchange (Stock Code: 06116)

"Director(s)" the director(s) of the Company

"Draft Articles for A Shares" the Articles of Association for the purpose of the A Share Offering

to formulate the Articles of Association of Shanghai La Chapelle Fashion Co., Ltd. (Draft), which will be effective and valid upon listing of the A Shares on the Shanghai Stock Exchange

"EGM" the extraordinary general meeting to be convened by the Company to approve the proposed amendments to the Draft Articles for A Shares, the Procedural Rules for General Meetings and the Procedural Rules for Board Meetings

"H Share(s)" overseas-listed foreign share(s) in the share capital of the company, with a nominal value of RMB1.00 each, which are listed on the Main Board of the Hong Kong Stock Exchange

"Hong Kong" the Hong Kong Special Administrative Region of the PRC "Hong Kong Stock Exchange" The Stock Exchange of Hong Kong Limited

"PRC" the People's Republic of China, and for the purpose of this announcement, excludes Hong Kong, Macau Special Administrative Region and Taiwan

"Procedural Rules for Board Meetings"

the Rules of Procedures for Board Meetings of the Company

"Procedural Rules for General Meetings"

the Rules of Procedures for General Meetings of the Company

"RMB" Renminbi, the lawful currency of the PRC

"Shareholders" the shareholders of the Company

By order of the Board

Chairman

Shanghai, the PRC 24 August 2017

As of the date of this announcement, the executive directors of the Company are Mr. Xing Jiaxing, Mr. Wang Yong and Mr. Wang Wenke; the non-executive directors of the Company are Mr. Li Jiaqing, Mr. Lu Weiming, Mr. Cao Wenhai, Ms. Wang Haitong and Mr. Luo Bin; the independent non-executive directors of the Company are Mr. Zhang Yi, Dr. Chen Jieping, Mr. Zhang Zeping and Mr. Chan, Wing Yuen Hubert.