ACHL.L Regulatory News (ACHL)

Asian Citrus Holdings Limited

Expected Delay in Publication of Annual Results and Possible Delay in Despatch of Annual Report for The Year Ended 30 June 2016

Suspension of Trading

This announcement is made by the board of directors (the "Board") of Asian Citrus Holdings Limited (the "Company" and, together with its subsidiaries, the "Group") pursuant to both Rule 13.09(2) of the Rules (the "Hong Kong Listing Rules") Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange") and the Inside Information Provisions (as defined in the Hong Kong Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), and the AIM Rules for Companies governing the admission to and operation of AIM (the market of that name operated by the London Stock Exchange) published by the London Stock Exchange as amended from time to time.

The Group's audited consolidated financial statements for the year ended 30 June 2016 are not likely to be available for publication by 30 September 2016, being the time by which the Company is obliged to make such publication under the Hong Kong Listing Rules.

ADDITIONAL AUDIT PROCEDURES

The auditors of the Company has reported to the Company that they have met with a person who claimed to be Mr. Man Gui Fu ("Mr. Man"). Mr. Man is a minority shareholder, director and general manager of the Company's subsidiary Beihai Perfuming Garden Juice Co., Ltd., a part of the Group's fruit processing business acquired in November 2010, and Mr. Man also holds positions in some of the Company's other subsidiaries.

Mr. Man alleged that there are inaccuracies in the books and records of certain subsidiaries of the Company, and has provided to the auditors a document purporting to be a copy of the bank statement for a period from 1 January 2016 to 30 June 2016 of Lucky Team Biotech Development (Hepu) Limited (which is a subsidiary of the Company). Prior to receiving the above set of bank statements, as part of the audit procedures, the auditors have previously reviewed the original bank statements provided on site by the relevant subsidiaries of the Company.

Further, the auditors of the Company has also reported to the Company that it has received written correspondence which appeared to be sent by a person named Mr. Chen De Qiang ("Mr. DQ Chen"), whose name matches that of the finance manager of certain Chinese subsidiaries of the Company, which indicated that certain amounts or balances in the internal records of certain customers or suppliers do not correspond to the internal records of the Group.

Based on a preliminary assessment, the auditors are of the view that the above allegations taken as a whole is material to, and may have both material and pervasive effects on, the consolidated financial statements of the Group for the year ended 30 June 2016. As the auditors are not able to give an indication of the scale of materiality or misstatement, if any, that flows from the allegations at this time the auditors consider that there is a need to reinforce their audit procedures and implement wider and more extensive tests on audit sampling in order to obtain sufficient and appropriate audit evidence to allow it to form its audit opinion on the Group's consolidated financial statements for the year ended 30 June 2016. The auditors will also require performance of additional audit procedures, including but not limited to the following key procedures:

(i) obtaining directly from relevant banks all original bank statements of the Group in respect of all bank accounts in China;

(ii) obtaining further information and explanations in respect of the allegations regarding the discrepancies between the figures reported by the Group and those stated in the customers' and suppliers' internal records for the year ended 30 June 2016; and

(iii) conducting site visits and interviewing relevant customers and suppliers.

The audit committee of the Company has requested the auditors to further obtain bank statements directly from relevant banks, and compare the same against those inspected by the auditors in the course of their audit.

The Directors have noted that prior to receiving the report from the Company's auditors, the Company has received threats from a "founding minority shareholder" that immense pressure will be put onto the Company's auditors if the Company does not withdraw its proposals for the major transaction announced on 25 August 2016 and delay its shareholders' approval. It is not clear at this stage whether the recent development described is part of a campaign to sabotage the Company's proposal.

The Board wishes to advise shareholders that it is taking further legal advice as to how to proceed, in relation to this matter.

EXPECTED DELAY IN PUBLICATION OF RESULTS

As a result of the above, the Group's audited consolidated financial statements for the year ended 30 June 2016 are not likely to be available for publication by 30 September 2016, being the time by which the Company is obliged to make such publication under the Hong Kong Listing Rules.

SUSPENSION OF TRADING ON HONG KONG STOCK EXCHANGE

Consequently, at the request of the Company, trading in the shares of the Company on the Hong Kong Stock Exchange will be suspended with effect from 9:00 a.m. (Hong Kong Time) on Thursday, 29 September 2016 and will remain suspended pending the release of the Group's annual results.

SUSPENSION OF TRADING ON AIM

As a result of the current uncertainty that stems from these allegations and at the request of the Company, trading in the shares of the Company on AIM was suspended, with effect from 13:15 p.m. (UK time) on Wednesday, 28 September 2016 and will remain suspended pending an announcement clarifying the financial impact pertaining to the allegations, if any.

This announcement contains inside information for the purpose of Article 7 of Regulation (EU) No 596/2014.

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