09:28     WEALTHMARK INTL<00039>-Announcement&Resumption of Trading(4)        

    and Futures Ordinance (Cap. 571 of the laws of Hong Kong). Mr. Tse        
    Chung Sing and Mr. Chan Wai Kin, Benito have not held any directorship    
    in other listed companies in the past three years. Save as disclosed      
    above, Mr. Tse Chung Sing and Mr. Chan Wai Kin, Benito does not have any  
     relationships with any ex or current directors, senior management,       
    management shareholders, substantial shareholders or controlling          
    shareholders of the Company.                                              
                                                                              
    The Board hereby announces that Mr. Yue, 38, has accepted the Board's     
    invitation to be an independent non-executive director of the Company     
    for an initial term of one year. Mr. Yue shall receive an annual fee of   
    HK$80,000 in connection with his appointment. Mr. Yue was recommended by  
     a director of FCC Capital Limited. FCC Capital Limited was appointed to  
     act as a coordinator to the Company in light of the Incident with        
    regards to liaising with professional parties and the creditor banks.     
    FCC Capital Limited has no previous business dealings with Mr. Wong.      
                                                                              
    Mr. Yue is a director of WinKas Company Limited, a financial and          
    management consultancy services company in Hong Kong and an independent   
    non-executive director of Byford International Limited and Loulan         
    Holdings Limited, both companies listed on the Growth Enterprise Market   
    of The Stock Exchange of Hong Kong Limited. Prior to joining WinKas       
    Company Limited, Mr. Yue worked in Dao Heng Securities Limited in         
    various roles including compliance and finance between 1998 and 2002.     
    Mr. Yue also worked at the Regulation Division of the Stock Exchange      
    from June to September 1998 and worked in the accounting and audit field  
     from 1993 to 1997. Mr. Yue is a member of the Hong Kong Securities       
    Institute and an associate member of the American Institute of Certified  
     Public Accountants.                                                      
                                                                              
    Mr. Yue does not hold any shares in the Company and is not a connected    
    person (as that term is defined in the Listing Rules). He has no          
    relationship whatsoever with any ex Director or current Directors. There  
     are no other matters which need to be brought to the attention of        
    shareholders in relation to Mr. Yue's appointment. As for the other       
    independent non-executive directors of the Company, they are qualified    
    to be independent non-executive directors of the Company by reference to  
     the guidelines set out in Rule 3.13 of the Listing Rules. None of them   
    have any personal associations with Mr. Wong.                             
                                                                              
    On the date of this announcement, the Company has formed an independent   
    committee comprising all of the independent non-executive directors to    
    conduct a review of the financial and system control of the Group in      
    light of the Incident.                                                    
                                                                              
    The Independent Committee is delegated with duties and powers as set out  
     in the following terms of reference:                                     
                                                                              
    (1)   to review and inquire into the accounts, records and affairs of     
    the Group for the purpose of enabling the Group:                          
                                                                              
    (a)   to manage and protect the Group against the risk and exposure of    
    the Group;                                                                
                                                                              
    (b)   to monitor the continuation of normal operation of the Group; and   
                                                                              
    (c)   to determine whether proper books and accounts are kept (this is    
    expected to take approximately 2-3 months),                               
                                                                              
       in view of or in connection with the Incident as the Independent       
    Committee may deem fit (the "Inquiry");                                   
                                                                              
    (2)   to review the corporate governance and finance control system of    
    the Group (the "Review");                                                 
                                                                              
    (3)   to appoint and engage a financial monitor as soon as possible to    
    provide safeguard for and control over the assets of the Group on such    
    terms as the Independent Committee may deem fit, until the completion of  
     the Inquiry and Review;                                                  
                                                                              
    (4)   to advise and make recommendation to the Group on the actions (if   
    any) which shall be taken by the Group in accordance with the results of  
     the Inquiry;                                                             
                                                                              
    (5)   to advise and make recommendation to the Group on the actions (if   
    any) which shall be taken by the Group in accordance with the results of  
     the Review;                                                              
                                                                              
    (6)   generally, to advise and make recommendation to the Group on any    
    action which shall be taken by the Group to protect the interest of the   
    Group in view of or in connection with the Incident; and                  
                                                                              
    (7)   to investigate into the alleged misappropriation of funds by Mr.    
    Wong including whether the alleged misappropriated funds derive from the  
     proceeds of the Company's listing in 2001. Such investigation has just