Fragrant Prosp. Regulatory News (FPP)

21 November 2019

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, WITHIN, INTO OR IN THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, THE REPUBLIC OF IRELAND OR JAPAN.

Fragrant Prosperity Holdings Limited

("FPP" or the "Company")

Notice of 2019 Annual General Meeting

Fragrant Prosperity Holdings Limited (the "Company") announces that the Company's Annual General Meeting will be held at Hill Dickinson LLP, The Broadgate Tower, 20 Primrose St, London, EC2A 2EW, United Kingdom at 10 a.m. GMT on 19 December 2019 (the "AGM"). Copy of the Notice of AGM has been posted to all registered shareholders of the Company on 20 November 2019.

The board notes the Disclaimer of opinion in Independent Auditor's Report included within the Company's audited financial statements for the financial year ended 31 March 2019 ("Accounts") released on 12 November 2019. The Company is still unable to obtain complete accounting records in relation to the payments in the year ended 31 March 2019 referenced in that disclaimer as these payments were made without approval of any of the present board. The Company will continue to try an obtain clarity over these payments but currently is it not possibly to determine how long it will take to achieve this clarity or whether this clarity will be obtained. Despite the status of these payments due to the Company's low running costs the Directors believe that the going concern statement in the Accounts remains accurate. However, the Company continues to explore possible acquisition opportunities and ways of increasing the capital of the Company to make acqusitions.

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Fragrant Prosperity Holdings Limited

(Incorporated in British Virgin Islands under the BVI Business Companies Act, 2004 (as amended) with registered number 1905051)

NOTICE OF 2019 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the 2019 Annual General Meeting of Fragrant Prosperity Holdings Limited ("FPP" or the "Company") will be held at Hill Dickinson LLP, The Broadgate Tower, 20 Primrose St, London, EC2A 2EW, United Kingdom at 10:00 a.m. GMT on 19 December 2019 (the "AGM") for the purposes of considering and, if thought fit, approving the following resolutions:

RESOLUTIONS

1. Annual Report and Accounts, Directors' Report and Auditor's Report of the Company

THAT the Annual Report and Accounts of the Company for the financial period ended 31 March 2019, together with the Directors' Report and the Auditor's Report be received and adopted.

2. Re-appointment of Robin Andrew Carrington Rice as a Director of the Company

THAT Robin Andrew Carrington Rice, who retires from the Board by rotation, be re-appointed as a Director of the Company with effect from the close of the AGM.

3. Re-appointment of Mahesh s/o Pulandaran as a Director of the Company

THAT Mahesh s/o Pulandaran, who retires from the Board by rotation, be re-appointed as a Director of the Company with effect from the close of the AGM.

4. Re-appointment of Simon Retter as a Director of the Company

THAT Simon Retter, who retires from the Board by rotation, be re-appointed as a Director of the Company with effect from the close of the AGM.

5. Remuneration of Directors of the Company

THAT the Board be granted authority to determine the Directors' remuneration and other emoluments and benefits until the conclusion of the next annual general meeting.