Ajisen China : SUPPLEMENTAL ANNOUNCEMENT TO THE ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2019

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, makes 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.

Ajisen (China) Holdings Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 538)

SUPPLEMENTAL ANNOUNCEMENT

TO THE ANNUAL REPORT

FOR THE YEAR ENDED 31 DECEMBER 2019

Reference is made to the annual report for the year ended 31 December 2019 of Ajisen (China) Holdings Limited (the "Company", together with its subsidiaries (the "Group")) published on 21 April 2020 (the "2019 Annual Report"). Unless the context requires otherwise, capitalised terms used herein this supplemental announcement shall have the same meanings as those defined in the 2019 Annual Report.

The board of directors of the Company (the "Board") wishes to provide the following supplemental information in relation to the 2019 Annual Report.

OTHER OPERATING EXPENSES

Reference is made to the 2019 Annual Report, the Company recorded RMB639.7 million of other operating expenses for the year ended 31 December 2019. Set out below is the breakdown of the main operating expenses for the year ended 31 December 2019:

	RMB million
Utilities	121.5
Consumables & utensils	65.4
Store and factory management fee	63.7
Rental expenses under variable lease payment	58.3
Rental expenses under short-term lease	45.2
Service charges for delivery platforms	37.9
Logistics expenses	36.5

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	RMB million
Franchise expenses	32.4
Advertising and promotions	29.3
Consultancy fee	16.2
Travelling expenses	9.2
Bank charges on credit card payment	7.2
Repairment and maintenance expenses	7.0
Cleaning expenses	6.7
Auditors' remuneration	3.3

SHARE OPTION SCHEME

Reference is made to the Share Option Scheme under the Directors' Report as set out in the 2019 Annual Report and note 33 to the consolidated financial statements, the Company would like to provide the following information in relation to the share option schemes of the Company pursuant to Rules 17.07 and 17.09 of the Listing Rules:

1. The particulars of outstanding options under the 2007 Share Option Scheme and 2017 Share Option Scheme at the beginning and at the end of the year ended 31 December 2019, including number of options, date of grant, vesting period, exercise period and exercise price, are as follows:

				Number of share options
			Outstanding					Outstanding	Exercise
			as at 1					as at 31	price of	Validity period of share
			January					December	share	options (both dates	Vesting
Grantee	Date of Grant	2019	Granted	Exercised	Cancelled	Lapsed	2019	options	inclusive)	Period
									HK$
Employees (in	25 June 2008	40,000	-	-	-	(40,000)	-	3.726	25	June 2008 to	Note 1
aggregate)											25 June 2018
	31	December 2008	5,000	-	-	-	(5,000)	-	3.726	31	December 2008 to	Note 1
											31 December 2018
	3 July 2009	27,500	-	-	-	(27,500)	-	4.938	3 July 2010 to	Note 1
											2 July 2019
	2 July 2010	328,000	-	-	-	(10,000)	318,000	8.884	2 July 2011 to	Note 1
											1 July 2020
	26	August 2011	6,955,000	-	-	-	(1,076,000)	5,879,000	11.160	26	August 2012 to	Note 2
											25 August 2021
	15	October 2012	400,000	-	-	-	-	400,000	5.530	15	October 2012 to	Note 3
											25 August 2021
	2 July 2013	600,000	-	-	-	(300,000)	300,000	6.310	2 July 2014 to	Note 4
											1 July 2023
	27	August 2013	830,000	-	-	-	(300,000)	530,000	8.740	27	August 2014 to	Note 2
											26 August 2023
	25	October 2013	1,000,000	-	-	-	(1,000,000)	-	8.350	25	October 2014 to	Note 2
											24 October 2023

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				Number of share options
		Outstanding										Outstanding	Exercise
		as at 1										as at 31	price of	Validity period of share
		January										December	share	options (both dates	Vesting
Grantee	Date of Grant	2019		Granted	Exercised	Cancelled	Lapsed	2019		options	inclusive)	Period
															HK$
	30 June 2014	150,000		-	-	-	(150,000)	-	6.020	30	June 2014 to	Note 2
																	29	June 2024
	25 September 2014	100,000		-	-	-	-	100,000	6.450	25	September 2014 to	Note 2
																	24	September 2024
	8 January 2015	150,000		-	-	-	-	150,000	5.900	8 January 2015 to	Note 2
																	7 January 2025
	17 April 2015	2,200,000		-	-	-	-	2,200,000		5.060	17	April 2015 to	Note 5
																	16	April 2025
	2 July 2015	1,990,000		-	-	-	(190,000)	1,800,000		4.104	2 July 2015 to	Note 2
																	1 July 2025
	19 July 2017	2,500,000		-	-	-	-	2,500,000		3.504	19	July 2017 to	Note 2
																	18	July 2027
	1 June 2018	2,100,000		-	-	-	-	2,100,000		3.256	1 June 2018 to	Note 2
																	31	May 2028
	14 January 2019	-	55,000		-	-	-	55,000		2.214	14	January 2019 to	Note 2
																	13	January 2029
	3 June 2019	-	200,000	-	-	-	200,000	3.322	3 June 2019 to	Note 2
																	2 June 2029
Directors
Mr. Jen Shek	22 January 2009	100,000		-	-	-	(100,000)	-	3.308	22	January 2010 to	Note 1
Voon																	21	January 2019
Mr. Wang	22 January 2009	37,500		-	-	-	(37,500)	-	3.308	22	January 2010 to	Note 1
Jincheng																	21	January 2019
Mr. Jen Shek	15 October 2012	100,000		-	-	-	-	100,000	5.53	15	October 2012 to	Note 6
Voon																	14	October 2022
Mr. Lo Peter	15 October 2012	100,000		-	-	-	-	100,000	5.53	15	October 2012 to	Note 6
																	14	October 2022
Mr. Katsuaki	15 October 2012	100,000		-	-	-	-	100,000	5.53	15	October 2012 to	Note 6
Shigemitsu																	14	October 2022
Mr. Wang	15 October 2012	100,000		-	-	-	-	100,000	5.53	15	October 2012 to	Note 6
Jincheng																	14	October 2022
		19,913,000		255,000	-	-	(3,236,000)	16,932,000

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Notes:

Note 1

Grantees may only exercise their options in the following manner:

		Period for vesting of the relevant percentage of
Maximum percentage of options exercisable	the option
25%	of the total number of share options	From the expiry of the first anniversary of the date
		of grant to the date immediately before the second
		anniversary of the date of grant
25%	of the total number of share options	From the second anniversary of the date of grant to
		the date immediately before the third anniversary
		of the date of grant
25%	of the total number of share options	From the third anniversary of the date of grant to
		the date immediately before the fourth anniversary
		of the date of grant
25%	of the total number of share options	From the fourth anniversary of the date of grant to
		the date immediately before the fifth anniversary
		of the date of grant

Note 2

Grantees may only exercise their options in the following manner:

		Period for vesting of the relevant percentage of
Maximum percentage of options exercisable	the option
20%	of the total number of share options	From the expiry of the first anniversary of the date
		of grant to the date immediately before the second
		anniversary of the date of grant
20%	of the total number of share options	From the second anniversary of the date of grant to
		the date immediately before the third anniversary
		of the date of grant
20%	of the total number of share options	From the third anniversary of the date of grant to
		the date immediately before the fourth anniversary
		of the date of grant
20%	of the total number of share options	From the fourth anniversary of the date of grant to
		the date immediately before the fifth anniversary
		of the date of grant
20%	of the total number of share options	From the fifth anniversary of the date of grant to
		the date immediately before the sixth anniversary
		of the date of grant

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Note 3

Grantees may only exercise their options in the following manner:

		Period for vesting of the relevant percentage of
Maximum percentage of options exercisable	the option
20%	of the total number of share options	From 15 October 2012 to 25 August 2013
20%	of the total number of share options	From 26	August 2013 to 25	August 2014
20%	of the total number of share options	From 26	August 2014	to 25	August 2015
20%	of the total number of share options	From 26	August 2015	to 25	August 2016
20%	of the total number of share options	From 26	August 2016	to 25	August 2017

Note 4

Grantees may only exercise their options in the following manner:

		Period for vesting of the relevant percentage of
Maximum percentage of options exercisable	the option
10%	of the total number of share options	From the expiry of the first anniversary of the date
		of grant to the date immediately before the second
		anniversary of the date of grant
10%	of the total number of share options	From the second anniversary of the date of grant to
		the date immediately before the third anniversary
		of the date of grant
10%	of the total number of share options	From the third anniversary of the date of grant to
		the date immediately before the fourth anniversary
		of the date of grant
10%	of the total number of share options	From the fourth anniversary of the date of grant to
		the date immediately before the fifth anniversary
		of the date of grant
10%	of the total number of share options	From the fifth anniversary of the date of grant to
		the date immediately before the sixth anniversary
		of the date of grant
10%	of the total number of share options	From the sixth anniversary of the date of grant to
		the date immediately before the seventh
		anniversary of the date of grant
10%	of the total number of share options	From the seventh anniversary of the date of grant to
		the date immediately before the eighth anniversary
		of the date of grant
10%	of the total number of share options	From the eighth anniversary of the date of grant to
		the date immediately before the ninth anniversary
		of the date of grant
20%	of the total number of share options	From the ninth anniversary of the date of grant to
		the date immediately before the tenth anniversary
		of the date of grant

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Note 5

Grantees may only exercise their options in the following manner:

		Period for vesting of the relevant percentage of
Maximum percentage of options exercisable	the option
12.5%	of the total number of share options	From the expiry of the first anniversary of the date
		of grant to the date immediately before the second
		anniversary of the date of grant
12.5%	of the total number of share options	From the second anniversary of the date of grant to
		the date immediately before the third anniversary
		of the date of grant
12.5%	of the total number of share options	From the third anniversary of the date of grant to
		the date immediately before the fourth anniversary
		of the date of grant
12.5%	of the total number of share options	From the fourth anniversary of the date of grant to
		the date immediately before the fifth anniversary
		of the date of grant
12.5%	of the total number of share options	From the fifth anniversary of the date of grant to
		the date immediately before the sixth anniversary
		of the date of grant
12.5%	of the total number of share options	From the sixth anniversary of the date of grant to
		the date immediately before the seventh
		anniversary of the date of grant
12.5%	of the total number of share options	From the seventh anniversary of the date of grant to
		the date immediately before the eighth anniversary
		of the date of grant
12.5%	of the total number of share options	From the eighth anniversary of the date of grant to
		the date immediately before the ninth anniversary
		of the date of grant

Note 6

Grantees may only exercise their options in the following manner:

		Period for vesting of the relevant percentage of
Maximum percentage of options exercisable	the option
20%	of the total number of share options	From 15 October 2012	to 14 October 2013
20%	of the total number of share options	From 15	October 2013	to 14 October 2014
20%	of the total number of share options	From 15	October 2014	to 14	October 2015
20%	of the total number of share options	From 15	October 2015	to 14	October 2016
20%	of the total number of share options	From 15	October 2016	to 14	October 2017

1. An offer for an option must be accepted by relevant eligible participant for a period of 28 days from the date on which it is made provided that no such offer shall be open for acceptance after the 10th anniversary of the adoption date or after the 2017 Share Option Scheme has been terminated.

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The information contained in this supplemental announcement does not affect other information contained in the 2019 Annual Report and save as disclosed above, all other information in the 2019 Annual Report remains unchanged.

By order of the Board

Ajisen (China) Holdings Limited

Poon Wai

Chairman

Hong Kong, 31 August 2020

As at the date of this announcement, the Board comprises Ms. Poon Wai, Mr. Poon Ka Man, Jason and Ms. Minna Ng as executive directors; Mr. Katsuaki Shigemitsu as non-executive director; and Mr. Lo Peter, Mr. Jen Shek Voon and Mr. Wang Jincheng as independent non-executive directors.

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