10:25 NAM TAI EEP<02633> - Announcement (7) An independent board committee will be set up to advise the independent Shareholders on the Acquisition. An independent financial adviser will be appointed to advise the independent board committee and the independent Shareholders in this regard. A circular containing information on the Acquisition and a notice convening the EGM will be despatched to the Shareholders as soon as practicable. DEFINITIONS "Acquisition" the acquisition by the Company of the entire issued share capital of Namtek from NTE Inc. (80% interest) and Asano Company (20% interest) pursuant to the Sale and Purchase Agreement "Asano Company" Asano Company Ltd., a company incorporated in the British Virgin Islands and beneficially owned as to 49.9999% by Mr. Asano and his associate, and as to 50.0001% by Mr. Liu "Board" the board of directors of the Company "Business Day" a day that is not a Saturday, Sunday or public holiday in Hong Kong "Company" Nam Tai Electronic & Electrical Products Limited, a company incorporated in the Cayman Islands, the shares of which are listed on the Main Board of the Stock Exchange "Completion" completion of the Acquisition pursuant to the terms and conditions of the Sale and Purchase Agreement "Completion Date" the date on which Completion occurs "Conditions" the conditions to Completion as described in the section headed "Sale and Purchase Agreement - Conditions" in this announcement "Consideration Shares" 81,670,588 new Shares to be issued by the Company to the Vendors (or as they may direct) as consideration for the Acquisition "Directors" the directors of the Company "EGM" the extraordinary general meeting of the Company to be held to approve the Acquisition and the mandate to be granted to the Directors to issue the Consideration Shares "GPS" Global Positioning System "GSM" Global System for Mobile communications "Group" the Company and the Subsidiaries "HK$" Hong Kong dollars, the lawful currency of Hong Kong "Listing Rules" the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited "Mr. Asano" Kazuhiro Asano (the Managing Director of Namtek and the sole director of Asano Company) who together with his associate is beneficially interested in 49.9999% of Namtek "Mr. Liu" Liu Xue Qing, an executive director of Namtek who is beneficially interested in 50.0001%