09:21 MAN YUE INT'L<00894> - Announcement (4) LISTING RULES IMPLICATIONS By entering into the Shareholders' Agreement, the Company has agreed to provide funding to Ever Reliance which constitutes a discloseable transaction of the Company under Rule 14.06(2) of the Listing Rules and a general disclosure obligation of the Company under Rule 13.16 of the Listing Rules. GENERAL A circular containing amongst other things further details of the Shareholders' Agreement will be despatched to the Shareholders as soon as practicable. DEFINITIONS In this announcement, unless the context requires otherwise, the following terms have the meanings as set out below: "Company" Man Yue International Holdings Limited, a company incorporated in Bermuda and the shares of which are listed on the Main Board of the Stock Exchange "Dongguan Changshi" * (Dongguan Changan Changshi Development Corporation), a collectively-owned enterprise in the PRC. "Directors" the directors of the Company "Ever Reliance" Ever Reliance Industrial Investments Limited, an associate company of the Company and a company incorporated in Hong Kong which is 48% owned by Man Yue Technology, 49% owned by Golden Faith and 3% owned by Wintop. "Golden Faith" Golden Faith Mfg. Limited, a company incorporated in Hong Kong "Group" the Company and its subsidiaries "Listing Rules" Rules Governing the Listing of Securities on the Stock Exchange "Man Yue Technology" Man Yue Technology Limited, a company incorporated in the British Virgin Islands and a wholly owned subsidiary of the Company "PRC" the People's Republic of China "Project Company" * (Dongguan Ever Reliance Property Development Limited), a sino-foreign co-operative joint venture established in the PRC "Samxon Electronics" Samxon Electronics (Dongguan) Company Limited, a company incorporated in the PRC and a wholly-owned subsidiary of the Company "Shareholders" shareholders of the Company "Shareholders' Agreement" The shareholders' agreement dated 24 January 2005, entered into among, inter alia, Man Yue Technology, Golden Faith and Wintop "Stock Exchange" The Stock Exchange of Hong Kong Limited "HK$" Hong Kong dollars, the lawful currency of Hong Kong "RMB" Renminbi, the lawful currency of the PRC "Wintop" Wintop Intertrade Limited, a company incorporated in the British Virgin Islands On behalf of the Board Man Yue International Holdings Limited Chan Ho Sing Chairman Hong Kong, 31 January 2005 As at the date of this announcement, the board of directors of the Company comprises Mr. Chan Ho Sing and Mr. Ko Pak On as executive Directors, and Dr. Li Sau Hung, Eddy, Mr. Lo Kwok Kwei, David and Mr. Mar Selwyn as independent non-executive Directors. (* For the Chinese names, please refer to the press announcement today.)