Bright Smart Securities & Commodities Group Limited — Share Issue/Capital Change 2011

Oct 13, 2011

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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BRIGHT SMART SECURITIES & COMMODITIES GROUP LIMITED 耀才證券金融集團有限公司

(Incorporated in the Cayman Islands with limited liability) (Stock Code: 1428)

GRANT OF SHARE OPTIONS

The Board announces that on 13 October 2011 the Company granted Options to subscribe for a total of 19,578,000 Shares under the Share Option Scheme.

This announcement is made pursuant to Rule 17.06A of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules’’).

The board of directors (the “Board’’) of Bright Smart Securities & Commodities Group Limited (the “Company’’) hereby announces that on 13 October 2011, share options (the “Options”) were granted by the Company under its share option scheme adopted on 4 August 2010 (the “Share Option Scheme”) to eligible persons (the “Grantees”) under the Share Option Scheme to subscribe for 19,578,000 ordinary shares of HK$0.30 each (the “Share(s)”) in the capital of the Company, subject to acceptance of the Grantees, details of which are set out as below:

Date of grant : 13 October 2011 Exercise price of Options granted : HK$0.69 per Share Number of Shares underlying the Options : 19,578,000 Closing price of the Shares on the date of : HK$0.69 per Share grant Validity period of the Options : 13 October 2011 to 12 October 2013

Part of the above Options were granted in exchange for share options previously granted to the same Grantees due to significant drop in the price of the Shares resulting from global market downturn. As the exercise price of the previous options granted on 25 February 2011 was much higher than the current market price of the Shares, they no longer served as effective incentives for the Grantees thereof. To preserve the effectiveness of these share options as an incentive and reward, it was decided that all outstanding options be cancelled and new options be granted to the same Grantees in exchange therefor with the exercise price of such options determined with reference to the prevailing market price of the Shares in accordance with the rules of the Share Option Scheme.

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Among the Options granted above, 6,798,000 Options were granted to the directors and chief executives of the Company, details of which are as follows:

cutives of the Company, details of which are as follows:me of DirectorCapacityNumber ofShares underlyingthe Options. Chan Kai FungExecutive Director (CEO)2,000,000. Kwok Sze ChiExecutive Director2,000,000. Chan Wing Shing,lsonExecutive Director400,000. Yu Yun KongIndependent Non-executive Director666,000. Szeto Wai SunIndependent Non-executive Director666,000. Ling Kwok Fai, JosephIndependent Non-executive Director666,000. Li Wan MeiDirector of subsidiaries (CFO)400,000

Name of DirectorCapacityNumber ofShares underlyingthe OptionsMr. Chan Kai FungExecutive Director (CEO)2,000,000Mr. Kwok Sze ChiExecutive Director2,000,000Mr. Chan Wing Shing,WilsonExecutive Director400,000Mr. Yu Yun KongIndependent Non-executive Director666,000Mr. Szeto Wai SunIndependent Non-executive Director666,000Mr. Ling Kwok Fai, JosephIndependent Non-executive Director666,000Ms. Li Wan MeiDirector of subsidiaries (CFO)400,000Total6,798,000

me of DirectorCapacityNumber ofShares underlyingthe Options. Chan Kai FungExecutive Director (CEO)2,000,000. Kwok Sze ChiExecutive Director2,000,000. Chan Wing Shing,lsonExecutive Director400,000. Yu Yun KongIndependent Non-executive Director666,000. Szeto Wai SunIndependent Non-executive Director666,000. Ling Kwok Fai, JosephIndependent Non-executive Director666,000. Li Wan MeiDirector of subsidiaries (CFO)400,000

Pursuant to Rule 17.04(1) of the Listing Rules, the grant of the Options to each of the directors and chief executives of the Company has been approved by the independent non-executive directors of the Company (excluding the independent non-executive director who is the Grantee).

Save as disclosed above, none of the Grantees is a director, chief executive or substantial shareholder of the Company, or any of their respective associates (as defined under the Listing Rules) as at the date of this announcement.

By order of the Board Bright Smart Securities & Commodities Group Limited Chan Kai Fung CEO and Executive Director

Hong Kong, 13 October 2011

As at the date of this announcement, the executive directors of the Company are Mr. Yip Mow Lum (Chairman), Mr. Chan Kai Fung (CEO), Mr. Kwok Sze Chi and Mr. Chan Wing Shing, Wilson; and the independent non-executive directors of the Company are Mr. Yu Yun Kong, Mr. Szeto Wai Sun and Mr. Ling Kwok Fai, Joseph.

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