China Oriental Culture Group Ltd. : DELAY IN DESPATCH OF CIRCULAR REGARDING A MAJOR ACQUISITION IN RELATION TO THE ACQUISITION OF THE ENTIRE ISSUED SHARE CAPITAL OF HOUSDEN HOLDINGS LIMITED INVOLVING THE ISSUE OF PREFERRED SHARES

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 the Cayman Islands with limited liability)

(Stock Code: 2371) DELAY IN DESPATCH OF CIRCULAR REGARDING A MAJOR ACQUISITION IN RELATION TO THE ACQUISITION OF THE ENTIRE ISSUED SHARE CAPITAL OF HOUSDEN HOLDINGS LIMITED INVOLVING THE ISSUE OF PREFERRED SHARES

Reference is made to the Company's announcement dated 9 September 2012 ("Announcement") regarding, among other matters, a major transaction of the Company in relation to the acquisition of the entire issued share capital of Housden Holdings Limited involving issue of preferred shares. Unless otherwise specified, terms defined in the Announcement shall have the same meanings when used in this announcement.
As disclosed in the Announcement, a circular ("Circular") containing, among others, (i) further details of the Acquisition (including the allotment and issuance of the Preferred Shares and Conversion Shares); (ii) the proposed amendments to the Memorandum and Articles; (iii) the accountants' report of the Target Group on a consolidated basis; (iv) the unaudited pro forma financial information of the Group as a result of the Acquisition; (v) a notice convening the EGM; and (vi) other information required to be disclosed under the Listing Rules will be despatched to the Shareholders on or before 7
December 2012. As additional time is required for the Company to finalise the Circular, the Board expects the date of despatch of the Circular to the Shareholders will be delayed to a date falling on or before 31 December 2012.
By order of the Board

China Oriental Culture Group Limited Li Qing

Executive Director

Hong Kong, 7 December 2012

As at the date of this announcement, the Board comprises Mr. Chen Fu Ju, Mr. Li Qing and Mr. Yan Dake as executive Directors; Ms. Ng Siu Lai as non-executive Director; and Mr. Leung Siu Kee and Mr. Han Bing as independent non-executive Directors.