Waiver::Approval of Second Waiver from Compliance and Second EOT to hold AGM for FY2020

ZHONGMIN BAIHUI RETAIL GROUP LTD.

(Incorporated in the Republic of Singapore)

(Registration No. 200411929C)

APPROVAL FOR SECOND WAIVER FROM COMPLIANCE WITH RULE 707(1) OF THE SGX-ST LISTING MANUAL AND A SECOND EXTENSION OF TIME TO HOLD THE ANNUAL GENERAL MEETING FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2020 ("FY2020")

1. The Board of Directors (the "Board") of Zhongmin Baihui Retail Group Ltd. (the "Company", and together with its subsidiaries, collectively, the "Group") refers to its announcement dated 11 June 2021 (the "Previous Announcement") in relation to its application to the SGX-ST and ACRA for the Second AGM Extension of Time and Second AR Extension of Time.
2. Unless defined otherwise, all capitalised terms used but not defined herein shall have the meanings ascribed to them in the Previous Announcement.
3. The Board wishes to announce that the SGX-ST had on 28 June 2021 informed the Company that it has no objection to the Second AGM Extension of Time (the "SGX Waiver"), subject to the following:
4. 1. the Company announcing the SGX Waiver granted, the reasons for seeking the SGX Waiver, the conditions as required under Mainboard Listing Rule 107 and if the Waiver Conditions have been satisfied. If the Waiver Conditions have not been met on the date of the announcement, the Company must make an update announcement when the Waiver Conditions have all been met;
   2. the Company convening the AGM by 29 July 2021;
   3. the Company making an immediate disclosure via SGXNet if it is/will be in contravention of any laws and regulations governing the Company and the constitution of the Company arising from the SGX Waiver; and
   4. the Company announcing whether and when it had applied to ACRA for the Second AGM Extension of Time and Second AR Extension of Time and the outcome of its application,
      (the "Waiver Conditions").
5. The SGX Waiver will not be effective if any of the Waiver Conditions have not been fulfilled.
6. The Company had previously provided the reasons for the Company's application for the Second AGM Extension of Time and Second AR Extension of Time, as set out in the Previous Announcement.
7. As stated in the Company's announcement dated 11 June 2021, the Company had also applied to ACRA for the Second AGM Extension of Time and Second AR Extension of Time. The foregoing application to ACRA is still pending approval and the Company will provide an update once it receives an outcome.
8. As at the date of this announcement and to the best of the Board's knowledge and belief, the Board confirms that the SGX Waiver does not and will not contravene any laws and regulations governing the Company and the constitution of the Company. The Company will make an immediate disclosure via SGXNet if such contravention arises.
9. Following the disclosures in this announcement, the Company has complied with the Waiver Conditions set out above at paragraphs 3.1, 3.3 and 3.4 and will be convening its AGM for FY2020 by 29 July 2021 in accordance with the Waiver Condition set out above at paragraph 3.2.

By Order of the Board

Lee Swee Keng

Executive Chairman

28 June 2021