10:05 TSE SUI LUEN<00417> - Announcement (1) The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. TSE SUI LUEN JEWELLERY (INTERNATIONAL) LIMITED (Incorporated in Bermuda with limited liability) (Stock Code: 417) Continuing Connected Transaction TSLJCL, a wholly-owned subsidiary of the Company has entered into the Consultancy Agreement on 11 April 2005 with Mr. Tse for the provision of the Services. As Mr. Tse is a connected person to the Company and each of the relevant percentage ratios (other than the profits ratio) set out in Rule 14.07 of the Listing Rules in respect of the fees payable under the Consultancy Agreement 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 classified as a continuing connected transaction under Rule 14A.34 of the Listing Rules and is required to be disclosed by this announcement and in the Company's next published annual report, but is exempt from independent shareholders' approval. Summary of Major Terms of the Consultancy Agreement Date: 11 April 2005 Parties: (i) TSLJCL (ii) Mr. Tse Effective Date: 1 February 2005 Termination Date: 31 January 2008 or as otherwise provided in the Consultancy Agreement Nature of Transaction: Mr. Tse will provide the Services to the Group. The Services: Under the Consultancy Agreement, Mr. Tse shall provide the following services (the "Services"): (a) offer advice to the Board in respect of the maintenance of the key relationships with business partners of the Group from time to time as necessary; (b) assist the Group in maintaining relationships with key suppliers and major customers; (c) offer advice to the Board in relation to the quality and design of jewellery products of the Group and control of jewellery stock; (d) advise the Board in relation to the marketing and operation of the jewellery business; and (e) generally provide the Group with the benefit of his knowledge, expertise, technical skill and ingenuity. Fees Payable: In consideration of the Services to be rendered by Mr. Tse, TSLJCL shall pay to Mr. Tse a consultancy fee of HK$160,000 per month plus a discretionary bonus to be decided at the sole discretion of TSLJCL. TSLJCL shall consider various