Goldin Financial : SUPPLEMENTAL ANNOUNCEMENT REGARDING THE MAJOR TRANSACTION IN RELATION TO THE DISPOSAL OF THE ENTIRE EQUITY INTEREST IN THE DISPOSAL COMPANY AND THE SHAREHOLDER'S LOAN

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GOLDIN FINANCIAL HOLDINGS LIMITED

高 銀 金 融（ 集 團 ）有 限 公 司*

(Incorporated in Bermuda with limited liability)

(Stock Code: 530)

SUPPLEMENTAL ANNOUNCEMENT REGARDING

THE MAJOR TRANSACTION IN RELATION TO

THE DISPOSAL OF THE ENTIRE EQUITY INTEREST IN THE DISPOSAL

COMPANY AND THE SHAREHOLDER'S LOAN

References are made to (i) the announcement of Goldin Financial Holdings Limited (the "Company") dated 4 September 2020 in relation to, among others, the proposed disposal of the entire equity interest in an indirect wholly-owned subsidiary of the Company and the relevant shareholder's loans (the "Announcement"); (ii) the supplemental announcement of the Company dated 14 December 2020 in relation to the entering into of a supplemental term sheet to the term sheet initially entered on 2 September 2020 (the "First Supplemental Term Sheet"); (iii) the supplemental announcement of the Company dated 27 January 2021 (the "Second Supplemental Announcement") in relation to the entering into of a supplemental term sheet to the term sheet (the "Second Supplemental Term Sheet"); and (iv) the circular of the Company dated 4 February 2021 (the "Circular"). Unless otherwise stated, capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement and the Circular.

THE THIRD SUPPLEMENTAL TERM SHEET

As disclosed in the Second Supplemental Announcement, pursuant to the Term Sheet (as amended and supplemented by the First Supplemental Term Sheet and the Second Supplemental Term Sheet) (the "Revised Term Sheet"), the Due Diligence Exercise shall be completed by the Purchaser as soon as practicable but in any event no later than 31 March 2021, which is one of the conditions precedent to the Completion. As additional time is required for the Purchaser to complete the Due Diligence Exercise, on 1 April 2021 (after trading hours), the Purchaser and the Vendor entered into a supplemental term sheet to the Revised Term Sheet (the "Third Supplemental Term Sheet"), pursuant to which the time limit for the Purchaser to complete the Due Diligence Exercise shall be extended to and shall be completed by the Purchaser as soon as practicable but in any event no later than 30 June 2021.

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Save for the above, all other terms and conditions of the Revised Term Sheet shall remain unchanged and continue in full force and effect.

REASONS FOR AND BENEFITS OF ENTERING INTO THE THIRD SUPPLEMENTAL TERM SHEET

Taking into account that additional time is required for the Purchaser to complete the Due Diligence Exercise which is a condition precedent to the Completion, the Board considers that the entering into of the Third Supplemental Term Sheet would help to facilitate the Completion. Accordingly, the Directors consider that the terms of the Third Supplemental Term Sheet and the transactions contemplated thereunder are fair and reasonable and on normal commercial terms, and the entering into of the Third Supplemental Term Sheet and the transactions contemplated thereunder is in the interests of the Company and the Shareholders as a whole.

By order of the Board

Goldin Financial Holdings Limited

高銀金融（集團）有限公司*

Hui Wai Man, Shirley

Executive Director

Hong Kong, 1 April 2021

As at the date of this announcement, the Board comprises Mr. Pan Sutong, (Chairman), Hon. Shek Lai Him Abraham (, ) (Vice Chairman), Mr. Zhou Xiaojun, Mr. Huang Rui and Ms. Hui Wai Man, Shirley as the executive Directors; and Mr. Wong Wai Leung Joseph, Mr. Tang Yiu Wing and Ms. Gao Min as the independent non-executive Directors respectively.

• for identification purposes only

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