SMI Culture & Travel : Announcements and Notices - Proposed Issue of New Shares under General Mandate

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.

SMI Culture & Travel Group Holdings Limited ݋ߕ˖ʷ༷ࣚණྠછٰϞࠢʮ̡

(Incorporated in the Cayman Islands and continued in Bermuda with limited liability)

(Stock code: 2366)

PROPOSED ISSUE OF NEW SHARES UNDER GENERAL MANDATE

Reference is made to the announcements of SMI Culture & Travel Group Holdings Limited (the "Company") dated 17 October 2017 and 29 December 2017 in relation to the proposed issue of new shares under the general mandate (collectively the "Announcements"). Capitalized terms used herein shall have the same meanings as ascribed to them in the Announcements.

The Board would like to supplement that as additional time is required by the Subscriber and Mr. Li to seek professional advice on whether the completion of the Subscription will have any tax implications on each of them, the Company and the Subscriber have agreed to enter into a supplemental letter pursuant to which, the parties thereto have agreed that the date on which the condition(s) of the Subscription to be fulfilled or waived pursuant to the Subscription Agreement and the Completion Date will be extended to 31 March 2018.

Completion of the Subscription is subject to the satisfaction of the conditions precedent in the Subscription Agreement and therefore, the Subscription may or may not proceed. Shareholders and potential investors are advised to exercise caution when dealing in the securities of the Company.

By Order of the Board

SMI Culture & Travel Group Holdings Limited

HUANG Zhengchao

Executive Director

Hong Kong, 3 January 2018

As at the date of this announcement, the executive Directors are Mr. WU Chien-Chiang (Chairman), Mr.

YUAN Xin, Mr. KONG Dalu, Ms. YAO Qinyi and Mr. HUANG Zhengchao; and the independent non-executive Directors are Mr. RAO Yong, Mr. LIU Xianbo and Mr. ZHAO Xuebo.