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.

CODE AGRICULTURE (HOLDINGS) LIMITED

(Incorporated in Bermuda with limited liability)

(Stock code: 8153) NOTICE OF BOARD MEETING

The board of directors (the "Board") of Code Agriculture (Holdings) Limited (the "Company") hereby announces that a meeting of the Board will be held at Conference Room, Rooms 1120-26, 11th Floor, Sun Hung Kai Centre, 30 Harbour Road, Wanchai, Hong Kong on Wednesday, 15 January 2014 at 5:00 p.m. for the following purposes:-

1. To consider and approve the unaudited interim results of the Company and its subsidiaries (collectively referred to as the "Group") for the six months ended 30 September 2013 and approve the draft announcement in respect of the unaudited interim results of the Group to be published on the GEM website and the Company's website;

2. To consider the payment of an interim dividend, if any;

3. To consider the closure of the Register of Members, if necessary; and

4. To transact any other business, if any.

As published in the announcement on 24 June 2013, trading in the shares of the Company has been suspended from 9:09 a.m. on 24 June 2013 and will continue to be suspended until further notice.

By order of the Board

Code Agriculture (Holdings) Limited Jingquan Yingzi

Chairman

Hong Kong, 31 December 2013

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As of the date of this announcement, the executive directors of the Company are Ms. Jingquan Yingzi (Chairman), Mr. Wong Man Hung Patrick, Mr. Wu Zhongxin and Mr. Stephen William Frostick; the non-executive director is Prof. Liu Guoshun; and the independent non-executive directors are Mr. Sousa Richard Alvaro, Mr. Lee Chi Hwa Joshua and Mr. Zhao Zhizheng.
This announcement, for which the directors of Code Agriculture (Holdings) Limited collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to Code Agriculture (Holdings) Limited. The directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief, the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive and there are no other matters the omission of which would make any statement herein or this announcement misleading.
This announcement will remain on the "Latest Company Announcements" page of the GEM website for
7 days from the date of its publication and on the Company's website at http://www.code-hk.com.

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