Common use of CONTINUING CONNECTED TRANSACTIONS Clause in Contracts

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January 2012, Xinhua Company, as the tenant, entered into the First Rental Agreement to lease from Hua Xin Weaving the First Properties. On the same date, Xinhua Company, as the tenant, entered into the Second Rental Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong and Xxxx Xxx Xxxxx Xxxxxxx, both being the executive Directors and the controlling shareholders of the Company, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction of the Company. Since the applicable percentages ratios (as defined in the Listing Rules) for the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) on an annual basis are less than 5%, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is subject to the annual review, reporting and announcement requirements of the Listing Rules and is exempt from the independent shareholders’ approval requirements under the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 2012, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a wholly-owned subsidiary of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons of the Company within the meaning of Rule 14A.11 of the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordingly.

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS NEW TENANCY AGREEMENT 12 On 11 January 201231 October 2017, Xinhua Company, as the tenant, WSL Logistics entered into the First Rental New Tenancy Agreement 12 with Tianjin WSL Huoyun. IMPLICATIONS UNDER THE LISTING RULES WSL Logistics is held as to lease from Hua Xin Weaving the First Properties. On the same date, Xinhua Company, as the tenant, entered into the Second Rental Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement of 70% indirectly by the Company dated 16 March 2011and 30% by Tianjin WSL. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong Each of Tianjin WSL File Management and Xxxx Xxx Xxxxx Xxxxxxx(Tianjin) International is a wholly owned subsidiary of Tianjin WSL. Tianjin WSL Huoyun is held as to 30% by Tianjin WSL. Therefore, both being the executive Directors each of Tianjin WSL File Management, Xxxx (Tianjin) International and the controlling shareholders Tianjin WSL Huoyun is an associate of Tianjin WSL, which in turn is a connected person of the Company, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement. Accordingly, the Second Rental Agreement and the Third Rental Agreement New Tenancy Agreements constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction of the Company. Since the transactions contemplated under the New Tenancy Agreements are entered into on normal commercial terms and one or more of the applicable percentages percentage ratios (as defined set out in Rule 14.07 of the Listing Rules) Rules in respect of the transactions under the termination agreement, the New Tenancy Agreement 10 and the New Tenancy Agreement 12, when aggregated with the Supplemental Tenancy Agreements for the 2011 Rental extension of rental period to the New Tenancy Agreement (as amended by 1, the Supplemental Rental New Tenancy Agreement 2 and the New Tenancy Agreement 5, together with the New Tenancy Agreement 3, the New Tenancy Agreement 4, the New Tenancy Agreement 6, the New Tenancy Agreement 7, the New Tenancy Agreement 8, the New Estate Management Services Agreement) , the Other Existing Agreements and the Phase II Property Management Services Agreement, on an annual basis are basis, is more than 1% but less than 5%, the 2011 Rental Agreement (as amended by transactions contemplated under the Supplemental Rental Agreement) is New Tenancy Agreements are only subject to the reporting, announcement and annual review, reporting and announcement review requirements of the Listing Rules and is but are exempt from the independent shareholders’ approval requirements under Chapter 14A of the Listing Listings Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 2012, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental Reference is made to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a wholly-owned subsidiary of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons of the Company within the meaning of Rule 14A.11 of the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details 1 August 2016 in relation to the continuing connected transactions of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce tenancy agreements renewal and the rental area estate management services agreement renewal, the announcement of the 2011 Properties leased Company dated 30 November 2016 in relation to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.mcontinuing connected transaction of the phase II property management services agreement, the announcement of the Company dated 27 January 2017 in relation to the continuing connected transactions of the tenancy agreement, and the announcement of the Company dated 1 June 2017 in relation to the continuing connected transactions of the tenancy agreement, and the announcement of the Company dated 31 July 2017 in relation to the continuing connected transactions of the supplemental agreement for the extension of rental period to the new tenancy agreements (collectively, the “Announcements”). to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under Unless otherwise defined, capitalized terms used herein shall have the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordinglysame meanings as defined in the Announcements.

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January 28 December 2012, Xinhua Company, as the tenant, GCPX and GGPX entered into the First Rental Agreement Pingxiang Lease Agreement, pursuant to which GGPX will lease the Properties to GCPX during a three-year period commencing from Hua Xin Weaving the First Properties1 January 2013 and ending on 31 December 2015. On the same date, Xinhua Company, as the tenant, entered into the Second Rental Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx GGPX is ultimately a wholly-owned subsidiary of GGCL, which is a company controlled by Chim Wai Kong and Mr. Xxxx Xxx Xxxxx XxxxxxxXxxxxxxxx, both being the executive Directors and the controlling shareholders of the Company’s chairman, chief executive officer and executive Director, and Xxx Xxx Plastic his spouse, Xx. Xx Xxxxxxx. Accordingly, GGPX is wholly-owned by an associate of Mr. Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing thus it is regarded as a connected transactions person of the Company under the Listing Rules. Since Given that each of the applicable percentages percentage ratios (as defined in other than the profit ratio) under Chapter 14 of the Listing Rules for the transactions under the Pingxiang Lease Agreement will, whether (i) on a stand alone basis or (ii) when aggregated under Rule 14A.25 of the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) be on an annual basis are more than 0.1% but less than 5%, the First Rental Agreement, transactions contemplated under the Second Rental Pingxiang Lease Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are will be exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction of the Company. Since the applicable percentages ratios (as defined in the Listing Rules) for the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) on an annual basis are less than 5%, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is requirement but subject to the annual review, reporting and announcement review requirements set out in Rules 14A.37 to 14A.40 of the Listing Rules and is exempt from the independent shareholders’ approval reporting and announcement requirements under set out in Rules 14A.45 to 14A.47 of the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 28 December 2012, Xinhua Company, as tenant, GCPC and GCCL entered into the First Rental Supply Agreement, the Second Rental Agreement and the Third Rental Agreement. Details pursuant to which GCCL will supply Products to GCPC for a period of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months years commencing from on 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is 2013 to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company 2015. GCCL is company established in the PRC and is a wholly-an indirect wholly owned subsidiary of the Company. Xxx Xxx Xxxxxxx G-Baby Holdings Limited, which in turn is ultimately owned held as to approximately 99.7563.9% by Chim Wai Kong companies ultimately controlled by Mr. Xxxx and 0.25% by Xxxx Xxx Xxxxx Xxxxxxxhis spouse, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxxincluding PUD, an executive Director and controlling a substantial shareholder of the Company. ThereforeAccordingly, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons GCCL is an associate of the Company within the meaning of Rule 14A.11 of Mr. Xxxx under the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement Rules and the Third Rental Agreement constitute continuing thus it is regarded as a connected transactions person of the Company under the Listing Rules. Since Given that each of the applicable percentages percentage ratios (as defined in other than the profit ratio) under Chapter 14 of the Listing Rules) Rules for the rentals of transactions under the First Rental Agreement, the Second Rental Supply Agreement and the Third Rental Agreement (in aggregate) will be on an annual basis are more than 0.1% but less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, transactions contemplated under the First Rental Agreement, the Second Rental Supply Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted will be exempt from the independent shareholders’ approval requirement but subject to the annual review requirements under set out in Rules 14A.37 to 14A.40 of the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement Rules and the Third Rental Agreement will be included reporting and announcement requirements set out in the annual report and accounts of the Company in accordance with Rule 14A.46 Rules 14A.45 to 14A.47 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordingly.

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January NEW LEASE AGREEMENT The Directors announced that on 27 July 2012, Xinhua CompanyVS Zhuhai, VSI (Zhuhai) and VSA (Zhuhai) (as the tenant, tenants) entered into the First Rental Agreement to lease from Hua Xin Weaving the First Properties. On the same date, Xinhua Company, as the tenant, entered into the Second Rental Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental New Lease Agreement with Xxx Xxx Xxxxxxx VS Management (as landlord) for leasing 20 residential buildings in the Premises for a term of two years commencing from 1 August 2012. Under the New Lease Agreement, it was agreed that VS Management would lease 20 residential buildings in the Premises to amend the 2011 Rental Tenants during the term of the New Lease Agreement. Details Each of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx VS Zhuhai, VSI (Zhuhai) and VSA (Zhuhai) is ultimately a wholly-owned by Chim Wai Kong and Xxxx Xxx Xxxxx Xxxxxxx, both being the executive Directors and the controlling shareholders subsidiary of the Company. As at the date of this announcement, and Xxx Xxx Plastic the entire issued share capital of VS Management is wholly-owned by Xxxx Xx. Xxx Xxx Xxxx, an executive Director Director. Accordingly, VS Management is an associate of Xx. Xxx Xxx Xxxx and controlling shareholder is therefore a connected person of the CompanyCompany pursuant to Rule 14A.11(4) of the Listing Rules, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are the tenancy arrangements as contemplated under the New Lease Agreement constitute continuing connected persons of transactions for the Company under Chapter 14A of the Listing Rules Rules. It is currently expected that the aggregate rent and therefore management fee payable by the First Rental Agreement, Tenants under the Second Rental New Lease Agreement and the Third Rental Agreement constitute continuing connected transactions for each of the Company under the Listing Rules. Since the two financial years ending 31 July 2014 will be less than HK$10 million and an applicable percentages ratios (as defined in the Listing Rules) percentage ratio for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are transactions is more than 5% but less than 525%, the First Rental Agreement, tenancy arrangements as contemplated under the Second Rental New Lease Agreement and for the Third Rental Agreement two financial years ending 31 July 2014 are subject to the annual review, reporting and announcement requirements of the Listing Rules and but are exempt from the independent shareholders’ approval requirements under pursuant to Rule 14A.34 of the Listing Rules. Since Xxx Xxx Xxxxxxx is INTRODUCTION As disclosed in the announcement of the Company dated 31 July 2009, VS Zhuhai, VSI (Zhuhai), VSA (Zhuhai) and VSE (Zhuhai) (as tenants) entered into the Former Lease Agreement with VS Management (as landlord) for leasing certain residential units in the Former Premises for a term of three years commencing from 1 August 2009. VS Management is, and was during the term of the Former Lease Agreement, a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a . The continuing connected transaction of transactions as contemplated under the Company. Since the applicable percentages ratios (as defined in the Listing Rules) for the 2011 Rental Former Lease Agreement (as amended were announced by the Supplemental Rental Agreement) Company on an annual basis are less than 5%, the 2011 Rental 31 July 2009. The Former Lease Agreement (as amended by the Supplemental Rental Agreement) is subject to the annual review, reporting and announcement requirements of the Listing Rules and is exempt from the independent shareholders’ approval requirements under the Listing Ruleswill expire on 31 July 2012. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 27 July 2012, Xinhua CompanyVS Zhuhai, as tenant, VSI (Zhuhai) and VSA (Zhuhai) entered into the First Rental Agreement, New Lease Agreement with VS Management for leasing 20 residential buildings in the Second Rental Agreement and the Third Rental Agreement. Details Premises for a term of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a wholly-owned subsidiary of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons of the Company within the meaning of Rule 14A.11 of the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January August 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordingly.THE NEW LEASE AGREEMENT Date: 27 July 2012 Parties:

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January 2012, Xinhua Company, as the tenant, The Company and Hengdeli entered into the First Rental Cooperation Agreement to lease from Hua Xin Weaving for joint development of luxury jewellery retail business. Upon completion of the First PropertiesAcquisition, Xxxxxxxx indirectly owns 15.27% of the entire issued share capital of the Company as at the date of this announcement and is a connected person (as defined under the Listing Rules) of the Company. On The Cooperation Agreement and the same datetransactions contemplated therein thus have become the continuing connected transactions of the Company. In anticipation of the future demands of the Group, Xinhua Company, as the tenant, Company has recently reviewed its cooperation with Xxxxxxxx. The parties entered into the Second Rental New Cooperation Agreement on 27 September 2012 which would replace the Cooperation Agreement when approved by the Independent Shareholders at the EGM. Shenzhen Qijingda also entered into the Licence Agreement with Hangzhou Longyun on 1 July 2012. The New Cooperation Agreement and the Third Rental Licence Agreement to lease from Hua Xin Plastic also provide for the Second Properties Annual Caps of the transactions contemplated under the Agreements. As the applicable percentage ratios for the Aggregate Annual Cap exceeds 5% but less than 25% and the Third Property respectively. On 11 January 2012Aggregate Annual Cap is also greater than HK$10,000,000 on an annual basis, Xinhua Companythe New Cooperation Agreement and the Annual Caps are subject to reporting, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details announcement and Independent Shareholders’ approval requirements under Rule 14A.35 of the 2011 Rental Agreement are set out in Listing Rules. A circular containing, among other things, details of the announcement New Cooperation Agreement, the Licence Agreement, a letter from the Independent Board Committee to the Independent Shareholders, a letter of advice from an independent financial adviser to be appointed by the Company to the Independent Board Committee and Independent Shareholders and a notice convening the EGM will be dispatched to the Shareholders as soon as practicable. Reference is made to the announcements of the Company dated 16 March 28 September 2011. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong , 4 November 2011, 7 February 2012 and Xxxx Xxx Xxxxx Xxxxxxx, both being the executive Directors 13 April 2012 and the controlling shareholders circular of the CompanyCompany dated 2 November 2011 in relation to, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxxinter alia, an executive Director and controlling the Acquisition. Upon the completion of Acquisition, Alpha Key becomes a substantial shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons holding approximately 15.27% of the entire issued share capital of the Company under Chapter 14A as at the date of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rulesthis announcement. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction of the Company. Since the applicable percentages ratios (as defined in the Listing Rules) for the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) on an annual basis are less than 5%, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is subject to the annual review, reporting and announcement requirements of the Listing Rules and is exempt from the independent shareholders’ approval requirements under the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 2012, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and As Alpha Key is a wholly-owned subsidiary of Hengdeli, Hengdeli is therefore a connected person (as defined under the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders Listing Rules) of the Company. Xxx Xxx Plastic Reference is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of also made to the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons joint announcements of the Company within the meaning of Rule 14A.11 of the Listing Rules. Accordinglyand Hengdeli dated 25 October 2010 and 1 November 2010 in relation to, inter alia, the First Rental Cooperation Agreement, the Second Rental . The Cooperation Agreement and the Third Rental Agreement constitute transactions contemplated therein have, upon completion of the Acquisition, become continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 Chapter 14A of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms The transactions contemplated under the Cooperation Agreement have been carried out on a small scale only and the total considerations do not exceed 0.1% of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms applicable percentage ratios of the 2011 Rental AgreementListing Rules and are therefore exempt from the reporting, announcement and independent shareholders’ approval requirements. Further details In anticipation of the 2011 Rental Agreement are set out in the announcement future demands of the Group, the Company dated 16 March 2011. Details of has recently reviewed its cooperation with Xxxxxxxx and the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company following new arrangements have been agreed to reduce by the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordinglyparties.

CONTINUING CONNECTED TRANSACTIONS. RENTAL TENANCY AGREEMENTS On 11 January 20121 June 2018, Xinhua Sitoy HK (as tenant), an indirect wholly-owned subsidiary of the Company, as the tenant, entered into the First Rental Agreement Tenancy Agreements with each of Company A and Company B (each as landlord) in relation to the lease from Hua Xin Weaving the First Properties. On the same date, Xinhua Company, as the tenant, entered into the Second Rental Agreement of Premises A and the Third Rental Agreement Premises B to lease from Hua Xin Plastic the Second Properties and the Third Property Sitoy HK respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx A is ultimately directly wholly-owned by Chim Wai Kong Xx. Xxxxxxx Xxxxx, a controlling shareholder, the chairman and Xxxx Xxx Xxxxx Xxxxxxx, both being the an executive Directors and the controlling shareholders Director of the Company, and Xxx Xxx Plastic . Company B is directly wholly-owned by Xxxx Xxx XxxxXx. Xxxxx Xxxxx, a substantial shareholder, the chief executive officer and an executive Director and controlling shareholder of the Company. Each of Company A and Company B, Xxx Xxx being an associate of Xx. Xxxxxxx Xxxxx and Xxx Xxx Plastic are Xx. Xxxxx Xxxxx respectively, is therefore a connected persons person of the Company under Chapter 14A Rule 14A.07 of the Listing Rules and therefore the First Rental AgreementRules. Accordingly, the Second Rental Agreement and the Third Rental Agreement Transactions constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction . The Transactions are aggregated in accordance with Rule 14A.81 of the CompanyListing Rules. Since As the applicable percentages percentage ratios (as defined in under the Listing Rules) for (other than the 2011 Rental Agreement (as amended by profits ratio) calculated based on the Supplemental Rental Agreement) Proposed Annual Caps, on an annual basis aggregate basis, are expected to be more than 0.1% but less than 5%, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is Transactions are subject to the reporting, announcement and annual review, reporting and announcement review requirements of the Listing Rules and is but are exempt from the independent shareholders’ approval requirements under requirement pursuant to Rule 14A.76 of the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 2012The Board announces that on 1 June 2018, Xinhua Company, Sitoy HK (as tenant), entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a indirect wholly-owned subsidiary of the Company, entered into the Tenancy Agreements with each of Company A and Company B (each as landlord) in relation to the lease of Premises A and Premises B to Sitoy HK respectively. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx XxxxxxxTENANCY AGREEMENT A Date: 1 June 2018 Tenant: Sitoy HK Landlord: Company A, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately a company wholly-owned by Xxxx Xxx XxxxXx. Xxxxxxx Xxxxx and principally engaged in property investment Lease premises: Premises A is a residential unit situated at Kadoorie Avenue, an executive Director Kowloon, Hong Kong. Term: 36 months from 1 July 2018 to 30 June 2021 (both days inclusive) Rent: The rent payable under Tenancy Agreement A is HK$200,000 per month (inclusive of government rent, government rates and controlling shareholder management fees) which shall be payable in cash by Sitoy HK in advance on the first day of each calendar month. The rent will be settled by the internal resources of the CompanyGroup. ThereforeAll charges for water, Xxx Xxx Xxxxxxx gas, electricity and Hua Xin Plastic are connected persons other utilities consumed on or in Premises A shall be paid by Company A. The rent payable by the Group under Tenancy Agreement A was determined after arm’s length negotiations by the parties with reference to the prevailing market rental chargeable in respect of premises similar to Premises A, less a discount taking into consideration the housing allowances available to the intended occupant of Premises A. TENANCY AGREEMENT B Date: 1 June 2018 Tenant: Sitoy HK Landlord: Company B, a company wholly-owned by Xx. Xxxxx Xxxxx and principally engaged in property investment Lease premises: Premises B is a residential unit situated at Celestial Heights Phase 2, 80 Xxxxxx Xxxxx Street, Ho Man Tin, Kowloon, Hong Kong. Term: 36 months from 1 July 2018 to 30 June 2021 (both days inclusive) Rent: The rent payable under Tenancy Agreement B is HK$200,000 per month (inclusive of government rent, government rates and management fees) which shall be payable in cash by Sitoy HK in advance on the first day of each calendar month. The rent will be settled by the internal resources of the Group. All charges for water, gas, electricity and other utilities consumed on or in Premises B shall be paid by Company within B. The rent payable by the meaning of Rule 14A.11 of Group under Tenancy Agreement B was determined after arm’s length negotiations by the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject parties with reference to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details prevailing market rental chargeable in respect of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement premises similar to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordingly.Premises B.

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January 201228 December 2018, Xinhua Company, as the tenant, Company entered into the First Rental Conditional Master Agreement to lease from Hua Xin Weaving for the First Propertiessales and purchases of electronic components and distribution of SHARP products and distribution of other brand products under the Hon Hai Group between the Group and the Hon Hai Group in place of the Previous Master Agreement with Hon Hai dated 9 November 2015 which will expire on 31 December 2018. On In anticipation of such continuing sales and purchases of electronic components and distribution of SHARP products and distribution of other brand products under the same dateHon Hai Group between the Group and the Hon Hai Group in future, Xinhua Company, as the tenant, Group entered into the Second Rental Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Conditional Master Agreement with Xxx Xxx Xxxxxxx to amend Hon Hai for the 2011 Rental Agreementnext 3 financial years during the period between 1 January 2019 and 31 December 2021 (both dates inclusive). Details LISTING RULES IMPLICATIONS Foxconn, being a wholly owned subsidiary of Hon Hai, is interested in 19.81% of the 2011 Rental Agreement are set out in the announcement issued share capital of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong and Xxxx Xxx Xxxxx Xxxxxxx, both being the executive Directors and the controlling shareholders of the Company, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling a substantial shareholder of the Company. FIT Taiwan, Xxx Xxx Xxxxxxx Huai An Fulitong Trading and Xxx Xxx Plastic SHARP are non-wholly owned subsidiaries of Hon Hai. Therefore, Hon Hai, Foxconn, FIT Taiwan, Huai An Fulitong Trading, SHARP and their respective associates are connected persons of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement Continuing Connected Transactions constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction of the Company. Since As the applicable percentages ratios (as defined in the Listing Rules) Percentage Ratios for the 2011 Rental Agreement (as amended by Purchase Caps and the Supplemental Rental Agreement) Sale Caps are expected to exceed 5% on an annual basis are less than 5%basis, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is subject to the annual review, reporting and announcement requirements of the Listing Rules and is Continuing Connected Transactions constitute non-exempt from the independent shareholders’ approval requirements under the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 2012, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a wholly-owned subsidiary of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons of the Company within the meaning of Rule 14A.11 of the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under and the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Conditional Master Agreement, the Second Rental Agreement Caps and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement Continuing Connected Transactions contemplated thereunder are subject to the disclosure and Independent Shareholders’ approval, annual review, reporting and announcement requirements and are exempted from review by the independent shareholders’ approval non-executive Directors and auditors and annual reporting requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 Chapter 14A of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms As the SGM will be convened after 1 January 2019, the Company will comply with the requirement under Rule 14A.34 of the rental agreement On 11 January 2012, Xinhua Company Listing Rules and Xxx Xxx Xxxxxxx entered enter into written agreements for all connected transactions carried out during the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from period between 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under 2019 and the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive date of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordinglySGM.

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January 201222 December 2014, Xinhua CompanyCo., as the tenant, entered into the First Rental Agreement to lease from Hua Xin Weaving the First PropertiesProperty with effect from 1 January 2015 for a term of three years. On the same date, Xinhua CompanyCo., as the tenant, entered into the Second Rental Agreement and the Third Rental Agreement to lease renew the leases from Hua Xin Plastic for the Second Properties and the Third Property Property, respectively. On 11 , with effect from 1 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details 2015 for a term of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011three years. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Xxx Xxx Xxx as to 50% and Xxxx Xxxxx Xxxxx as to 50%. Sze Xxx Xxx is the spouse of Chim Wai Kong Kong, an executive Director and a substantial shareholder of the Company and Xxxx Xxx Xxxxx Xxxxxxx, both being Xxxxx is the executive Directors and the controlling shareholders daughter of the CompanyChim Wai Kong, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling a substantial shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are more than 0.1% and less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are only subject to the annual review, annual reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction of the Company. Since the applicable percentages ratios (as defined in the Listing Rules) for the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) on an annual basis are less than 5%, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is subject to the annual review, reporting circular and announcement requirements of the Listing Rules and is exempt from the independent shareholders’ approval requirements under the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements Rental Agreements On 11 January 201222 December 2014, Xinhua CompanyCo., as tenant, entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements the Rental Agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a wholly-owned subsidiary of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons of the Company within the meaning of Rule 14A.11 of the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordingly.

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS The Hongri Purchase Agreement On 11 January 201224 August 2021, Xinhua Company, as the tenant, Company has entered into the First Rental Hongri Purchase Agreement with Hongri. Pursuant to lease the Hongri Purchase Agreement, the Group has agreed to purchase wafers for its manufacturing processes of semiconductor products from Hua Xin Weaving Hongri as part of its ordinary and usual course of business. The Hongri Sales Agreement On 24 August 2021, the First Properties. On the same date, Xinhua Company, as the tenant, Company has entered into the Second Rental Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Hongri Sales Agreement with Xxx Xxx Xxxxxxx Hongri. Pursuant to amend the 2011 Rental Hongri Sales Agreement, the Group has agreed to sell integrated circuits and other semiconductor products to Hongri as part of its ordinary and usual course of business. Details IMPLICATIONS UNDER THE LISTING RULES As at the date of this announcement, Hongri is 51% owned by Huahong Group, a substantial shareholder of the 2011 Rental Agreement are set out in the announcement Company. Accordingly, Hongri is an associate of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong Huahong Group and Xxxx Xxx Xxxxx Xxxxxxx, both being the executive Directors and the controlling shareholders hence a connected person of the Company, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director the Historical Connected Transactions and controlling shareholder the transactions contemplated under each of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Hongri Purchase Agreement and the Third Rental Hongri Sales Agreement constitute connected transactions and continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company respectively under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction of the Company. Since the applicable percentages ratios (as defined in the Listing Rules) Group’s purchase of wafers and chemicals for the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) on an annual basis its manufacturing processes of semiconductor products from Hongri and from Huahong Zealcore are less than 5%of a similar nature, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is subject to the annual review, reporting and announcement requirements of the Listing Rules and is exempt from the independent shareholders’ approval requirements transactions under the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 2012, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Hongri Purchase Agreement and the Third Rental Agreement. Details of these rental agreements are set out Huahong Zealcore Purchase Agreement respectively will be aggregated and treated as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water if they were one transaction pursuant to Rules 14A.82(1) and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a wholly-owned subsidiary of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons of the Company within the meaning of Rule 14A.11 14A.83 of the Listing Rules. Accordingly, the First Rental Agreement, annual caps of these transactions are aggregated for the Second Rental Agreement and purpose of calculating the Third Rental Agreement constitute continuing connected transactions relevant Percentage Ratios under Chapter 14A of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals Group’s sale of the First Rental Agreementintegrated circuits and semiconductor products to Hongri and to Huahong Zealcore are of a similar nature, the Second Rental transactions under the Hongri Sales Agreement and the Third Rental Renewed Huahong Zealcore Sales Agreement (in aggregate) on an annual basis are less than 5%, respectively will be aggregated and treated as if they were one transaction pursuant to Rule 14A.34(1Rules 14A.82(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 14A.83 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms Accordingly, the annual caps of these transactions are aggregated for the purpose of calculating the relevant Percentage Ratios under Chapter 14A of the rental agreement On 11 January 2012Listing Rules. As one or more of the applicable Percentage Ratios set out in Rule 14.07 of the Listing Rules in respect of (i) the Historical Connected Transactions; (ii) the proposed annual caps under the Hongri Purchase Agreement and (iii) the proposed annual caps under the Hongri Sales Agreement is, Xinhua on an annual basis, above 0.1% but below 5%, the transactions contemplated thereunder are only subject to the reporting, announcement and annual review requirements but exempt from the circular, independent financial advice and independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. Due to an unintentional and inadvertent oversight and a misinterpretation of the relevant Listing Rules, the Company was not aware of Hongri’s association with Huahong Group, and Xxx Xxx Xxxxxxx therefore did not identify Hongri as a connected person of the Company. As a result, (i) the Company did not make an appropriate announcement for the Historical Connected Transactions nor disclose the Historical Connected Transactions in its annual reports in accordance with Chapter 14A, although each year the Company disclosed the audited total amounts of material related party transactions with Hongri in the notes to the financial statements in its annual reports; (ii) the Historical Connected Transactions had not been reviewed by the independent non-executive Directors of the Company; and (iii) no written master agreements were entered into between Hongri and HHGrace prior to the Supplemental Rental Agreement to amend the terms date of this announcement and no annual caps were set in respect of the 2011 Rental AgreementHistorical Connected Transactions. Further Thus, the entering into of the Historical Connected Transactions by the Group and the failure by the Company to report and announce the details of the 2011 Rental Agreement are set out Historical Connected Transactions constituted a breach of Chapter 14A of the Listing Rules. As of the date of this announcement, none of the Directors has material interest in the announcement of above transactions or was required to abstain from voting at the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordinglyBoard meeting.

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January 2012, Xinhua Company, as Top Frontier is the tenant, entered into the First Rental Agreement to lease from Hua Xin Weaving the First Properties. On the same date, Xinhua Company, as the tenant, entered into the Second Rental Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement ultimate holding company of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong and Xxxx Xxx Xxxxx Xxxxxxxthrough Neptunia, both being the executive Directors and the controlling shareholders it holds 245,720,800 Shares representing approximately 65.78% of the Company, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons issued share capital of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx thus Neptunia is a connected person of the Company Company. Accordingly, the licensing arrangement under the Neptunia Sub-licence Agreement constitutes a continuing connected transaction for the Company. The Group has also entered into other licence/sub-licence agreements with certain other members of the San Xxxxxx Group aside from the Neptunia Sub-licence Agreement, which include the Trademark Licensing Agreement and the SMBIL Sub-licence Agreement as detailed in the 2007 Announcement. For the purpose of complying with the continuing connected transactions requirements under Chapter 14A of the Listing Rules, transactions with the Supplemental Rental San Xxxxxx Group under the San Xxxxxx Group Licensing Arrangements (including the Trademark Licensing Agreement, the Neptunia Sub-licence Agreement constitutes and the SMBIL Sub-licence Agreement) are aggregated as a continuing connected transaction series of transactions. The terms of all other trademark licensing and sub-licensing arrangements under the San Xxxxxx Group Licensing Arrangements (including the Trademark Licensing Agreement and the SMBIL Sub-licence Agreement) and the aggregate annual cap of less than HK$10 million for the San Xxxxxx Group Licensing Arrangements during the remaining term of the Company. Since agreements under the applicable percentages ratios (San Xxxxxx Group Licensing Arrangements remain unchanged, save for the licensor under the Trademark Licensing Agreement which has changed from SMIL to SMBIL after certain internal reorganizations within the San Xxxxxx Group as defined disclosed in the Listing Rules) for Company’s announcement dated 1 April 2010. For the 2011 Rental year ended 31 December 2018 and the nine (9)-month period ended 30 September 2019, the aggregate royalties payable by the Group under the San Xxxxxx Group Licensing Arrangements amounted to HK$166,000 and HK$842,000 respectively. It is expected that the annual royalties payable by the Group under the Neptunia Sub-licence Agreement (as amended extended by the Supplemental Rental Extension Letter), when aggregated with the other trademark licensing and sub-licensing arrangements with the San Xxxxxx Group under the San Xxxxxx Group Licensing Arrangements, including the Trademark Licensing Agreement and the SMBIL Sub-licence Agreement) on an annual basis are , shall be less than 5%HK$10 million for the year ending 31 December 2020. Accordingly, the 2011 Rental transactions under the Neptunia Sub-licence Agreement (as amended extended by the Supplemental Rental AgreementExtension Letter) is are only subject to the annual review, reporting and announcement requirements of the Listing Rules and is exempt from the independent shareholders’ approval requirements requirement under the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms Xx. Xxxxxx Xxxxxxx X. Xxxxx is a director of both the Company and Neptunia. Xx. Xxxxx X. Ang abstained from voting on the Board resolution to approve the entering into of the rental agreements On 11 January 2012, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Agreement Extension Letter and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company transactions contemplated under the First Rental Agreement, the Second Rental Neptunia Sub-licence Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each in compliance with Rule 14A.70 (11) of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in view of his substantial interest in the PRC shares of Top Frontier and is a wholly-owned subsidiary SMC (an intermediate holding company of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx), both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic which are connected persons of the Company. Further, as mentioned above, for the years ended 31 December 2017, 2018 and the nine (9)-month period from 1 January 2019 to 30 September 2019, the royalties payable to Neptunia under the Neptunia Sub-licence Agreement amounted to only approximately HK$169,000, HK$166,000 and HK$842,000 respectively. As the transaction amount under the Neptunia Sub-licence Agreement is not material to the operations of the Group, Neptunia, SMC and Top Frontier, the Company within does not consider any Directors to have a material interest in the meaning subject transaction under the Neptunia Sub-licence Agreement. Accordingly, other than Xx. Xxxxx X. Ang, none of the Directors abstained from voting on the Board resolution to approve the entering into of the Extension Letter and the transactions contemplated under the Neptunia Sub-licence Agreement in compliance with Rule 14A.11 14A.70 (11) of the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined The Board resolution was unanimously passed in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordinglyBoard meeting.

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January 10 September 2012, Xinhua Company, as the tenant, Fuzhou Huihao entered into the First Rental Tenancy Agreement 1 with FHP Chain in relation to the lease of the Property 1 and the Property 2 by Fuzhou Huihao from Hua Xin Weaving the First PropertiesFHP Chain. On the same date, Xinhua Company, as the tenant, Xxxxxx Xxxxx entered into the Second Rental Tenancy Agreement 2 with FHP Chain in relation to the lease of the Property 3 and the Third Rental Property 4 by Xxxxxx Xxxxx from FHP Chain. Each of the Tenancy Agreement to lease from Hua Xin Plastic the Second Properties 1 and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Tenancy Agreement 2 has a term with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong effect from 10 September 2012 and Xxxx Xxx Xxxxx Xxxxxxx, both being the executive Directors and the controlling shareholders of the Company, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction of the Company. Since the applicable percentages ratios (as defined in the Listing Rules) for the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) on an annual basis are less than 5%, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is subject to the annual review, reporting and announcement requirements of the Listing Rules and is exempt from the independent shareholders’ approval requirements under the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 2012, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: March 2015. For each of the three years ending 31 December 2012March 2015, 2013 the aggregated annual consideration payable under the Tenancy Agreement 1 and 2014 Estimated maximum annual cap for the First Rental Tenancy Agreement RMB847,129.20 (exclusive 2 will be RMB982,416 which is equivalent to approximately HK$1,198,548. To the best knowledge, information and belief of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company Directors having made all reasonable enquiry, FHP Chain is a company established in the PRC PRC, and owned as to 50% by Xx. Xxxx Xxxxx (a nephew of Xx. Xxxx Xxxx Xxxxx and a brother of Xx. Xxxx Xxxxxxx, both are the Directors) and as to 50% by an Independent Third Party. Hence, FHP Chain is a wholly-owned subsidiary connected person on the part of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders As the landlord under each of the CompanyTenancy Agreement 1 and Tenancy Agreement 2 is the one and same person, namely FHP Chain and the leasing properties are on the same building, the transactions contemplated under the Tenancy Agreement 1 and the Tenancy Agreement 2 shall be aggregated and the aggregated annual consideration exceeds HK$1,000,000. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder As each of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons of the Company within the meaning of Rule 14A.11 of the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages percentage ratios (as defined in the GEM Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an aggregated annual basis are consideration is less than 5%, pursuant to Rule 14A.34(1) the entering into of the Listing Rules, the First Rental Agreement, the Second Rental Tenancy Agreement 1 and the Third Rental Tenancy Agreement 2 are only subject to the annual review, reporting and announcement requirements and but are exempted exempt from the independent shareholdersShareholders’ approval requirements requirement under Chapter 20 of the GEM Listing Rules. Details * For identification purpose only INTRODUCTION On 10 September 2012, Fuzhou Huihao entered into the Tenancy Agreement 1 with FHP Chain in relation to the lease of the First Rental Agreement, the Second Rental Agreement Property 1 and the Third Rental Property 2 by Fuzhou Huihao from FHP Chain. On the same date, Xxxxxx Xxxxx entered into the Tenancy Agreement will be included 2 with FHP Chain in relation to the annual report and accounts lease of the Company in accordance with Rule 14A.46 of Property 3 and the Listing RulesProperty 4 by Xxxxxx Xxxxx from FHP Chain. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major The Tenancy Agreement 1 dated 10 September 2012 The principal terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Tenancy Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement 1 are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are summarised as follows: Date 11 January 2012 Parties Landlord: Xinhua Company FHP Chain. To the best knowledge, information and belief of the Directors having made the reasonable enquiry, FHP Chain is a company established in the PRC, and owned as to 50% by Xx. Xxxx Xxxxx (a nephew of Xx. Xxxx Xxxx Xxxxx and brother of Xx. Xxxx Xxxxxxx, both are the Directors) and as to 50% by an Independent Third Party. Hence, FHP Chain is a connected person on the part of the Company. As advised by the board of directors of FHP Chain, FHP Chain is principally engaged in retail of pharmaceutical and related products in Fujian Province, the PRC. Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordinglyFuzhou Huihao.

CONTINUING CONNECTED TRANSACTIONS. RENTAL TENANCY AGREEMENTS On 11 January 20121 April 2016, Xinhua Sitoy HK (as tenant), an indirectly wholly-owned subsidiary of the Company, as the tenant, entered into the First Rental Agreement Tenancy Agreements with each of Company A and Company B (as landlord) in relation to the lease from Hua Xin Weaving the First Properties. On the same date, Xinhua Company, as the tenant, entered into the Second Rental Agreement of Premises A and the Third Rental Agreement Premises B to lease from Hua Xin Plastic the Second Properties and the Third Property Sitoy HK respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx A is ultimately directly wholly-owned by Chim Wai Kong Xx. Xxxxxxx Xxxxx, a controlling shareholder, the chairman and Xxxx Xxx Xxxxx Xxxxxxx, both being the an executive Directors and the controlling shareholders Director of the Company, and Xxx Xxx Plastic . Company B is directly wholly-owned by Xxxx Xxx XxxxXx. Xxxxx Xxxxx, a substantial shareholder, the chief executive officer and an executive Director and controlling shareholder of the Company. Each of Company A and Company B, Xxx Xxx being an associate of Xx. Xxxxxxx Xxxxx and Xxx Xxx Plastic are Xx. Xxxxx Xxxxx respectively, is therefore a connected persons person of the Company under Chapter 14A Rule 14A.07 of the Listing Rules and therefore the First Rental AgreementRules. Accordingly, the Second Rental Agreement and the Third Rental Agreement Transactions constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction . The Transactions are aggregated in accordance with Rule 14A.81 of the CompanyListing Rules. Since As the applicable percentages percentage ratios (as defined in under the Listing Rules) for (other than the 2011 Rental Agreement (as amended by profits ratio) in respect of the Supplemental Rental Agreement) Proposed Annual Caps, on an annual basis aggregate basis, are expected to be more than 0.1% but less than 5%, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is Transactions are subject to the reporting, announcement and annual review, reporting and announcement review requirements of the Listing Rules and is but are exempt from the independent shareholders’ approval requirements under requirement pursuant to Rule 14A.76 of the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 2012The Board announces that on 1 April 2016, Xinhua Company, Sitoy HK (as tenant), entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a indirectly wholly-owned subsidiary of the Company, entered into the Tenancy Agreements with each of Company A and Company B (as landlord) in relation to the lease of Premises A and Premises B to Sitoy HK respectively. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx XxxxxxxTENANCY AGREEMENT A Date: 1 April 2016 Tenant: Sitoy HK Landlord: Company A, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately a company wholly-owned by Xxxx Xxx XxxxXx. Xxxxxxx Xxxxx and principally engaged in property investment Lease premises: Premises A is a residential unit situated at Kadoorie Avenue, Kowloon, Hong Kong. Term: From 1 April 2016 to 30 June 2018 (both days inclusive) Rent: The rent payable under Tenancy Agreement A is HK$200,000 per month (inclusive of government rent, government rates and management fees) which shall be payable in cash by Sitoy HK in advance on the first day of each month. The rent will be settled by the internal resources of the Group. All charges for water, gas, electricity and other utilities consumed on or in Premises A shall be paid by Company A. The rent payable by the Group under Tenancy Agreement A was determined after arm’s length negotiations by the parties with reference to the advice and valuation of Colliers International (Hong Kong) Limited, an executive Director and controlling shareholder independent valuer, in January 2016 in connection with the market rental chargeable in respect of Premises A, less a discount taking into consideration of the Companyhousing allowances available to the intended occupant of Premises A. TENANCY AGREEMENT B Date: 1 April 2016 Tenant: Sitoy HK Landlord: Company B, a company wholly-owned by Xx. ThereforeXxxxx Xxxxx and principally engaged in property investment Lease premises: Premises B is a residential unit situated at Xxxxxxxxx Xxxxxxx Xxxxx 0, Xxx Xxx Xxxxxxx 00 Xxxxxx Xxxxx Street, Ho Man Tin, Kowloon, Hong Kong. Term: From 1 April 2016 to 30 June 2018 (both days inclusive) Rent: The rent payable under Tenancy Agreement B is HK$200,000 per month (inclusive of government rent, government rates and Hua Xin Plastic are connected persons management fees) which shall be payable in cash by Sitoy HK in advance on the first day of each month. The rent will be settled by the internal resources of the Group. All charges for water, gas, electricity and other utilities consumed on or in Premises B shall be paid by Company within B. The rent payable by the meaning of Rule 14A.11 of Group under Tenancy Agreement B was determined after arm’s length negotiations by the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject parties with reference to the annual reviewadvice and valuation of Colliers International (Hong Kong) Limited, reporting and announcement requirements and are exempted from an independent valuer, in February 2016 in connection with the independent shareholders’ approval requirements market rental chargeable in respect of Premises B. PROPOSED ANNUAL CAPS The rent payable by the Group under the Listing Rules. Details of the First Rental Agreement, the Second Rental Tenancy Agreement and the Third Rental Agreement will A is expected to be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties LandlordFor the three months ending 30 June 2016 For the year ending 30 June 2017 2018 no more than HK$600,000 no more than HK$2,400,000 no more than HK$2,400,000 The rent payable by the Group under Tenancy Agreement B is expected to be as follows: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce For the rental area of three months ending 30 June 2016 For the 2011 Properties leased to Xxx Xxx Xxxxxxx year ending 30 June 2017 2018 no more than HK$600,000 no more than HK$2,400,000 no more than HK$2,400,000 Based on the aggregate rent payable under the 2011 Rental Agreement from 20,290.68 sq.m. Tenancy Agreements as set out above, the Proposed Annual Caps are expected to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under be as follows: For the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordingly.year ending 30 June 2016 2017 2018 no more than HK$1,200,000 no more than HK$4,800,000 no more than HK$4,800,000

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January 201215 October 2021, Xinhua Company, Xiamen JV (an indirect non-wholly-owned subsidiary of the Company for the purpose of the Listing Rules) as the tenant, landlord entered into (i) the First Rental New Tenancy Agreement with Mingjia Lujiang Hotel as tenant for the lease of the New Leased Villas and Hotel Basement for a term of 10 years, and (ii) the Amendment Agreement to lease from Hua Xin Weaving amend certain terms of the First PropertiesExisting Tenancy Agreement. On Mingjia Lujiang Hotel is an indirect non-wholly-owned subsidiary of the same date, Xinhua Company, as JV Partner (a substantial shareholder of Xiamen JV) and Xiamen JV’s entry into of the tenant, entered into the Second Rental New Tenancy Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong and Xxxx Xxx Xxxxx Xxxxxxx, both being the executive Directors and the controlling shareholders of the Company, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Amendment Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, . As the Supplemental Rental Agreement constitutes a continuing connected transaction duration of the Company. Since New Tenancy Agreement and the applicable percentages ratios (as defined in the Listing Rules) for the 2011 Rental Existing Tenancy Agreement (as amended by the Supplemental Rental Amendment Agreement) on an annual basis are less than 5%exceed three years, pursuant to Rule 14A.52 of the Listing Rules, the 2011 Rental Company has engaged Halcyon Capital as the independent financial adviser to explain why a longer period for the New Tenancy Agreement and the Existing Tenancy Agreement (as amended by the Supplemental Rental Amendment Agreement) is required and to confirm whether it is normal business practice for the New Tenancy Agreement and the Existing Tenancy Agreement (as amended by the Amendment Agreement) to be of such duration. As the aggregate maximum annual rental receivable under the Existing Tenancy Agreement (as amended by the Amendment Agreement) and the New Tenancy Agreement is not expected to exceed 5% of the applicable percentage ratios calculated under the Listing Rules, the transaction contemplated under the Existing Tenancy Agreement (as amended by the Amendment Agreement) and the New Tenancy Agreement is only subject to the reporting, annual review, reporting review and announcement requirements of the Listing Rules and is but exempt from the circular, independent financial advice and shareholders’ approval requirements under pursuant to Rule 14A.76(2) of the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements INTRODUCTION On 11 January 201215 October 2021, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with Xiamen JV (an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a indirect non-wholly-owned subsidiary of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders of Company for the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons of the Company within the meaning of Rule 14A.11 purpose of the Listing Rules. Accordingly, ) as landlord entered into (i) the First Rental Agreement, New Tenancy Agreement with Mingjia Lujiang Hotel as tenant for the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions lease of the Company under New Leased Villas and Hotel Basement for a term of 10 years, and (ii) the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Amendment Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major amend certain terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into Existing Tenancy Agreement. THE NEW TENANCY AGREEMENT A summary of the Supplemental Rental Agreement to amend the principal terms of the 2011 Rental Agreement. Further details of the 2011 Rental New Tenancy Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are is as follows: Date 11 January 2012 Parties LandlordDate: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordingly.15 October 2021

CONTINUING CONNECTED TRANSACTIONS. RENTAL AGREEMENTS On 11 January 2012, Xinhua Company, as Top Frontier is the tenant, entered into the First Rental Agreement to lease from Hua Xin Weaving the First Properties. On the same date, Xinhua Company, as the tenant, entered into the Second Rental Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement ultimate holding company of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong and Xxxx Xxx Xxxxx Xxxxxxxthrough Neptunia, both being the executive Directors and the controlling shareholders it holds 245,720,800 Shares representing approximately 65.78% of the Company, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons issued share capital of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx thus Neptunia is a connected person of the Company Company. Accordingly, the licensing arrangement under the Neptunia Sub-licence Agreement constitutes a continuing connected transaction for the Company. The Group has also entered into other licence/sub-licence agreements with certain other members of the San Xxxxxx Group aside from the Neptunia Sub-licence Agreement, which include the Trademark Licensing Agreement and the SMBIL Sub-licence Agreement as detailed in the 2007 Announcement. For the purpose of complying with the continuing connected transactions requirements under Chapter 14A of the Listing Rules, transactions with the Supplemental Rental San Xxxxxx Group under the San Xxxxxx Group Licensing Arrangements (including the Trademark Licensing Agreement, the Neptunia Sub-licence Agreement constitutes and the SMBIL Sub-licence Agreement) are aggregated as a continuing connected transaction series of transactions. The terms of all other trademark licensing and sub-licensing arrangements under the San Xxxxxx Group Licensing Arrangements (including the Trademark Licensing Agreement and the SMBIL Sub-licence Agreement) and the aggregate annual cap of less than HK$10 million for the San Xxxxxx Group Licensing Arrangements during the remaining term of the Company. Since agreements under the applicable percentages ratios (San Xxxxxx Group Licensing Arrangements remain unchanged, save for the licensor under the Trademark Licensing Agreement which has changed from SMIL to SMBIL after certain internal reorganizations within the San Xxxxxx Group as defined disclosed in the Listing Rules) for Company’s announcement dated 1 April 2010. For the 2011 Rental year ended 31 December 2019 and the nine (9)-month period ended 30 September 2020, the aggregate royalties payable by the Group under the San Xxxxxx Group Licensing Arrangements amounted to HK$1,041,000 and HK$775,000 respectively. It is expected that the annual royalties payable by the Group under the Neptunia Sub-licence Agreement (as amended extended by the Supplemental Rental Extension Letter), when aggregated with the other trademark licensing and sub-licensing arrangements with the San Xxxxxx Group under the San Xxxxxx Group Licensing Arrangements, including the Trademark Licensing Agreement and the SMBIL Sub-licence Agreement) on an annual basis are , shall be less than 5%HK$10 million for the year ending 31 December 2021. Accordingly, the 2011 Rental transactions under the Neptunia Sub-licence Agreement (as amended extended by the Supplemental Rental AgreementExtension Letter) is are only subject to the annual review, reporting and announcement requirements of the Listing Rules and is exempt from the independent shareholders’ approval requirements requirement under the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms Xx. Xxxxxx Xxxxxxx X. Xxxxx is a director of both the Company and Neptunia. Xx. Xxxxx X. Ang abstained from voting on the Board resolution to approve the entering into of the rental agreements On 11 January 2012, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Agreement Extension Letter and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company transactions contemplated under the First Rental Agreement, the Second Rental Neptunia Sub-licence Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each in compliance with Rule 14A.70 (11) of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in view of his substantial interest in the PRC shares of Top Frontier and is a wholly-owned subsidiary SMC (an intermediate holding company of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx), both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic which are connected persons of the Company. Further, as mentioned above, for the years ended 31 December 2018, 2019 and the nine (9)-month period from 1 January 2020 to 30 September 2020, the royalties payable to Neptunia under the Neptunia Sub-licence Agreement amounted to only approximately HK$166,000, HK$1,041,000 and HK$775,000 respectively. As the transaction amount under the Neptunia Sub-licence Agreement is not material to the operations of the Group, Neptunia, SMC and Top Frontier, the Company within does not consider any Directors to have a material interest in the meaning subject transaction under the Neptunia Sub-licence Agreement. Accordingly, other than Xx. Xxxxx X. Ang, none of the Directors abstained from voting on the Board resolution to approve the entering into of the Extension Letter and the transactions contemplated under the Neptunia Sub-licence Agreement in compliance with Rule 14A.11 14A.70 (11) of the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined The Board resolution was unanimously passed in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordinglyBoard meeting.