Zhidao International : QUARTERLY ANNOUNCEMENT

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.

ZHIDAO INTERNATIONAL (HOLDINGS) LIMITED

志 道 國 際（ 控 股 ）有 限 公 司 *

(Incorporated in Bermuda with limited liability)

(STOCK CODE: 01220)

QUARTERLY ANNOUNCEMENT

This announcement is made by Zhidao International (Holdings) Limited (the ''Company'', and its subsidiaries, the ''Group'') pursuant to Rule 13.09 and Rule 13.24A of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ''Listing Rules'') and the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the ''SFO'').

Reference is made to the announcements of the Company dated 26 October 2018, 5 November 2018, 13 February 2019, 20 February 2019 and 11 July 2019, in relation to, among others, the suspension of trading in the shares of the Company (the ''Shares'') on The Stock Exchange of Hong Kong Limited (the ''Stock Exchange''); (ii) the announcement of the Company dated 24 July 2019 in relation to, among others, the resumption guidance imposed on the Company by the Stock Exchange (the ''Resumption Guidance Announcement'', and (iii) the announcement of the Company dated 10 October 2019, 10 January 2020, 9 April 2020, 10 July 2020, 9 October 2020 and 8 January 2021 in relation to the update on the business of the Group and the resumption plan. together with the aforesaid announcements referred to in (i) and (ii) above, collectively, the ''Announcements'')). Capitalised terms used in this announcement shall bear the same meanings as defined in the Resumption Guidance Announcement unless otherwise stated.

UPDATE ON BUSINESS OPERATIONS OF THE GROUP

The Group is mainly engaged in construction business. The Group is also engaged in money lending business. The Group has continued its business operations notwithstanding the suspension of trading in Shares. In an effort to demonstrate its compliance with Rule 13.24 of the Listing Rules, the Group has continued to develop its construction business in Hong Kong and Macau. As at the date of this announcement, the Group is engaged in a total of three construction contracts in Hong Kong and three construction contracts in Macau with contract sum of HK$96.7 million and HK$797.1 million, respectively. Since the suspension of trading in Shares, the Group has been seeking new project opportunities and is preparing to tender for two new projects in Hong Kong. Among those potential projects, projects will

• For identification purposes only

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be tendered in the name of its subsidiary. The Group has also been actively expanding its team of the construction business from 9 as at 31 March 2019 to 245 as at the date of this announcement.

The Group will continue to review its existing businesses from time to time and strive to improve its business operation and financial position. It has been the business strategy of the Group to proactively seek for potential business and investment opportunities with an aim to broadening its source of income.

The Company will make announcement(s) to update its shareholders and investors of the development of the business operations of the Group, as and when appropriate.

UPDATE ON THE RESUMPTION PLAN

The Company has been in discussions with professional advisers to explore and consider options available to the Company in formulating a viable resumption proposal to address the Resumption Guidance.

On 19 February 2020, the Group completed the acquisition of 48.16% interest in I Tong Engineering Company Limited (''I Tong'') and I Tong became an indirect wholly-owned subsidiary of the Company. The Directors believe that such acquisition will enable the Company to obtain full control over the management, business and operations of I Tong and thereby provides greater flexibility to the Group in deploying its resources to develop the business of I Tong and to expand its market presence in the construction business in the Macau market. It will also allow the Group to enjoy the economic benefit of the I Tong in full in the future.

After completion of such acquisition, I Tong has become a wholly owned subsidiary of the Company and the financial results of I Tong will be 100% consolidated into the financial results of the Group, through which the Directors are of the view that the future profitability of the Group will be further enhanced and hence, the Group will have more sufficient operations and assets to justify the resumption of trading of the Shares.

With the ongoing expansion of construction business, the Group's compliance with the Rules

13.24 is planned to be reflected in its future financial positions with sufficient operations and assets to justify its listing status and hence, resumption of trading of Shares.

The Company will make announcement(s) to update its shareholders and investors of the progress of discussion and formulation of the resumption plan, as and when appropriate.

CONTINUED SUSPENSION OF TRADING

Trading in the Shares on the Stock Exchange will remain suspended pending the fulfilment of the Resumption Guidance. The Company will keep its shareholders and the public updated of the development of its business operations, its resumption plan and the expected timetable, the progress of implementing the resumption plan (and any material changes thereof), as well as any other relevant matters as and when appropriate in compliance with the Listing Rules and at least on a quarterly basis.

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Shareholders of the Company and public investors are advised to exercise their caution when dealing in the Shares.

By order of the Board

Zhidao International (Holdings) Limited

Fung Kwok Kit

Chairman

Hong Kong, 9 April 2021

As at the date of this announcement, the board of Directors comprises 7 Directors. The executive Directors are Mr. Fung Kwok Kit (Chairman), Mr. Zhong Can, Mr. Kwong Kin Fai, Eric and Mr. Lam Chun Bun. The independent non-executive Directors are Mr. Li Kam Chung and Mr. Kwok Lap Fung, Beeson and Mr. Wong Wing Cheung.

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