10:05     TSE SUI LUEN<00417> - Announcement (2)                              

    factors in deciding on this discretionary bonus                           
    including the performance of the Group and the                            
    contributions of Mr. Tse for the relevant period.                         
                                                                              
    Relationship of the     Mr. Tse shall be a consultant                     
    to and not an employee of the Group and Mr. Tse shall                     
    have no right, authority                                                  
                                                                              
      Parties:      or power to bind any member of the Group                  
    or companies or entities that any member of the Group                     
    have an interest in and the Consultant shall not                          
    represent himself as holding any post, position or                        
    official capacity in respect to any member of the                         
    Group. The Consultant may use the title of consultant                     
    in the course of providing the services outlined in                       
    the Consultancy Agreement.                                                
                                                                              
    The Continuing Connected Transaction                                      
                                                                              
    Mr. Tse is the father of Mr. Tse Tat Fung, Tommy, a                       
    director and chairman of the Company and is therefore                     
    a connected person as defined under Rule 14A.11 of                        
    the Listing Rules and accordingly, the transaction                        
    contemplated under the Consultancy Agreement will                         
    constitute a continuing connected transaction under                       
    Rule 14A.14 of the Listing Rules. Mr. Tse has no                          
    interest in any shares or assets of the Company.                          
                                                                              
    The total fees payable to Mr. Tse under the                               
    Consultancy Agreement shall not exceed HK$2,500,000                       
    per annum. As each of the relevant percentage ratios                      
    (other than the profits ratio) is on an annual basis                      
    less than 2.5% or equal to or more than 2.5% but less                     
    than 25% and the annual consideration is less than                        
    HK$10,000,000. The Continuing Connected Transaction                       
    is required to be disclosed by this announcement and                      
    in the Company's next published annual report, but                        
    is exempt from independent shareholders' approval in                      
    accordance with Rule 14A.34 of the Listing Rules.                         
                                                                              
    Reason for the Transaction                                                
                                                                              
    Mr. Tse is the founder of the Group and the Group                         
    desired to retain the services of Mr. Tse because of                      
    his experience and expertise in the business                              
    conducted by the Group. As the founder, Mr. Tse has                       
    unique insight and knowledge in the industry and                          
    relationships with customers and suppliers that have                      
    been developed over many years that no other                              
    individual possesses. The Group wishes to maintain                        
    and capitalize on such insight, knowledge and                             
    long-standing relationships both in the general                           
    running of the business of the Group and on special                       
    projects that the Group may consider. The principal                       
    activities of the Group are the manufacture and                           
    marketing of jewellery products.                                          
                                                                              
    Opinion of the Directors                                                  
                                                                              
    The directors (including the independent                                  
    non-executive directors) are of the opinion that the                      
    terms and conditions of the Consultancy Agreement are                     
    on normal commercial terms, fair, reasonable and in                       
    the interest of the Group and its shareholders as a                       
    whole and are entered into on the ordinary and usual                      
    course of business on an arm's length basis and the                       
    consultancy fee payable reflects market rates for                         
    arrangements similar to those set out in the                              
    Consultancy Agreement.                                                    
                                                                              
    The consultancy fee payable under the Consultancy                         
    Agreement shall be payable in cash from the Group's                       
    internal resources.                                                       
                                                                              
    Directors                                                                 
                                                                              
    As at the date of this announcement, the Board                            
    comprises: