Major Shareholder:

• Optimize Capital ¡V 8.33% interest

Grand Investment International Ltd. is a company incorporated with limited liability as an exempted company in Bermuda on 15th April 2003. The Company has not commenced operation or business since its incorporation other than taking preparatory steps in connection with the Placing.

The principal investment objective of the Company is to achieve earnings for the Company in the form of short to medium term (i.e. less than one year to five years) capital appreciation through investing in a diversified portfolio of investments in listed or unlisted enterprises incorporated or established and/or conducting business in Hong Kong and the PRC.

At least 70% of the Company's assets will be invested in equity securities, equity-related securities, trusts, unit trusts, mutual funds or debt instruments issued by listed or unlisted enterprises established and/or conducting business in Hong Kong and the PRC, or such other types of investments in accordance with the investment objective and policies adopted by the Company from time to time subject to the requirements of the Memorandum, the Bye-laws, the Listing Rules and the Investment Management Agreement. Not more than 30% of the assets of the Company may be made outside Hong Kong and the PRC, which the Directors consider that such investments would provide attractive returns to the Company.

The Company's investments may be in forms of interests in FIEs or participation in unincorporated investments. In the event that the entity in which an investment is made is an unlimited company established or formed under the laws of Hong Kong or that of the PRC, the Company may invest either through a subsidiary or an intermediate holding company with limited liability. The Company shall seek to ensure that it is not unnecessarily exposed to any unlimited liability; and

Before suitable investment projects are identified, the Company may seek to protect the capital value of the Company's assets by placing the funds not deployed on deposits in HK Dollars or any currency with financial institutions in Hong Kong or investing in debt securities, money market instruments, bonds, treasury securities or other instruments denominated in any currency issued by the government of Hong Kong or the United States or the European countries, or their respective agencies or international development agencies.

• Absence of any keyman insurance policies
• Risks associated with the Company's investments
• Risks associated with the unlisted investments
• Active investment management
• Illiquidity of investments
• No prior market for the Shares
• Negotiated issue price
• Board lot size
• No business track record
• Potential conflicts of interest

Apart from the above capitalization, the Company has no outstanding mortgages, charges, debentures or other loan capital or bank overdrafts, loans or other similar indebtedness or hire purchase commitments of finance lease commitments or any guarantees of other material contingent liabilities. Since the Company has on outstanding indebtedness, the Directors are of the view that the Company has sufficient liquidity and financial resources to meet its capital expenditure requirements.

The net proceeds from the Placing, after deducting the related expenses, are estimated to amount to approximately HK$51.0 million (based on the offer price HK$1.00 per share). The net proceeds from the New Issue will be applied in funding the investments in accordance with the investment objective and investment policies adopted by the Company. Any proceeds not invested for the time being will be placed on deposits in Hong Kong or other currency with financial institutions in Hong Kong Dollars or may be invested in debt securities.