10:05 WEALTHMARK INTL<00039> - 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. WEALTHMARK INTERNATIONAL (HOLDINGS) LIMITED (incorporated in Cayman Islands with limited liability) (Stock Code: 39) ANNOUNCEMENT The Company refers to its announcement dated 22nd February, 2005 and wishes to update Shareholders on the status of the Review and the findings of HLB Hodgson Impey Cheng on the internal controls of the Group, their recommendation and the implementation of the Manual. The Company refers to its announcement dated 22nd February, 2005 and wishes to update Shareholders on the status of the Inquiry and Review and the findings of HLB Hodgson Impey Cheng ("HLB") on the internal controls of the Group, their recommendation and the implementation of the Internal Control and Accounting Manual (the "Manual"). Capitalised terms used herein and not defined shall have the same meanings as in the Company's announcement dated 22nd February, 2005 unless the context otherwise requires. As announced on 22nd February, 2005, the Company had prepared the Manual for adoption by the Group. Having reviewed the Manual, the management of the Company were of the opinion that the adoption of the Manual would strengthen the internal control system of the Group. SUMMARY OF ITS PRELIMINARY FINDINGS AND RECOMMENDATIONS The Independent Committee has had (i) discussions with HLB in relation to their preliminary comments and recommendations on the internal control systems of the Group and the Manual; and (ii) internal discussions on how to implement HLB's recommendations and devise new measures to strengthen the internal control system of the Group. A summary extracting the points issued by HLB in their preliminary findings for the period covered from 24 January 2005 to 25 February 2005 is set out below for the information of the Shareholders and investors of the Group: I. Effective System of Internal Control Insufficient control in segregation of duties over physical security of cash in Hui Zhou factory The factory at Hui Zhou maintained a high balance of cash on hand in a safe as most transactions were settled in cash. Recommendations for Rectification of Deficiency HLB recommends that the keys for the safe be separately kept by two reliable staff. Except for the cashier, the executive director in the Hui Zhou Factory should keep one key. This would ensure that each time the safe is opened with proper authorisation from a director. HLB also strongly encourages the Company to require that payments should be settled more often by cheques or auto-payments to minimize the level of cash kept in the safe and thus the risk of misappropriation. II. Cash Cycle Disbursements from bank accounts Insufficient control in authorization of cheques There is a lack of control in cheque issuances. HLB recommends that the Company should establish a monetary level control whereby two signatures be required for paying out disbursements to anyone in excess of such monetary level. Previously, all cheque payments were authorised by either of the two executive directors, namely Mr. Wong Chor Wo and Ms. Rosita Andres in any amounts. Recommendations for Rectification of Deficiency In order to enhance the control in cheque authorisation procedures, HLB recommends that at least 2 signatures be required to approve any issuance of cheques with amounts beyond certain preset limits. Establishment of imprest account