IRC Limited — Capital/Financing Update 2014

Nov 16, 2014

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.

==> picture [154 x 79] intentionally omitted <==

(Incorporated in Hong Kong with limited liability)

(Stock code: 1029)

GENERAL NICE FURTHER SUBSCRIPTION UPDATE

References are made to (i) the announcement of IRC Limited (‘‘IRC’’ or the ‘‘Company’’, together with its subsidiaries, the ‘‘Group’’ Stock Code 1029) dated 17 January 2013; (ii) the circular of the Company dated 21 February 2013 (the ‘‘Circular’’); and (iii) the announcements of the Company dated 4 October 2013, 18 November 2013, 30 December 2013, 30 January 2014, 26 February 2014, 23 April 2014, 30 April 2014 and 25 June 2014. Capitalised terms used in this announcement shall have the same meanings as defined in the Circular unless otherwise stated.

GENERAL NICE FURTHER SUBSCRIPTION UPDATE

Monday, 17 November 2014: Further to discussions with General Nice and Mr Cai Sui Xin, the controlling shareholder and Chairman of General Nice, the Company has been informed by General Nice that it is aiming to complete the remainder of the General Nice Further Subscription of HK$296,344,400 (approximately US$38.2 million), on or before 18 December 2014.

Upon receiving full payment, the Company shall allot and issue to General Nice 315,260,000 Shares as General Nice Further Subscription Shares (the original subscription price of HK$0.94 per Share is unchanged).

As part of General Nice’s commitment to the transaction and investment, in addition to the personal guarantee already received from Mr Cai Sui Xin, the Company has also agreed with General Nice that, in the event that the full payment is not made on or before 18 December 2014 and General Nice seeks, and the Company agrees to, a further deferral of General Nice Further Subscription Completion, General Nice will pay interest on a monthly basis on the outstanding balance to the Company, calculated on escalating interest schedule:

• (a) 6% per annum from 19 December 2014 to 18 March 2015;

• (b) 9% per annum from 19 March 2015 to 18 June 2015; and

• (c) 12% per annum from 19 June 2015 and thereafter.

– 1 –

MINMETALS CHEERGLORY SUBSCRIPTION

Minmetals Cheerglory has also informed the Company that it remains committed to completing the Minmetals Cheerglory Subscription for 247,300,000 new Shares for a cash consideration of HK$232,462,000 (approximately US$30.0 million) after completion of the General Nice Further Subscription on or before 18 December 2014, under the Minmetals Cheerglory Subscription Agreement. If General Nice Further Subscription does not occur on or before 18 December 2014, the completion of the Minmetals Cheerglory Subscription will be subject to further agreement between the parties. In any event, no interest is to be applied to the Minmetals Cheerglory subscription. It should be noted that under the original agreements, the Minmetals Cheerglory Subscription cannot take place until completion of the General Nice Further Subscription.

By Order of the Board G. JAY HAMBRO Executive Chairman

Hong Kong, People’s Republic of China Monday, 17 November 2014

As at the date of this announcement, the Executive Directors of the Company are Mr G. Jay Hambro, Mr Yury Makarov, and Mr Raymond Kar Tung Woo. The Non-Executive Directors are Mr Simon Murray, CBE, Chevalier de la Légion d’Honneur, Mr Cai Sui Xin and Mr Liu Qingchun. The Independent Non-Executive Directors are Mr Daniel Bradshaw, Mr Jonathan Martin Smith and Mr Chuang-fei Li.

The Directors jointly and severally accept full responsibility for the accuracy of the information in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statements in this announcement misleading.

– 2 –

For further information, please contact:

Nicholas Bias

Head of Communications Telephone: +852 2772 0007 Mobile: +852 9088 1029 Email: nb@ircgroup.com.hk

Shirly Chan (中文查詢) Investor Relations Co-Ordinator Telephone: +852 2772 0007 Mobile: +852 6623 3450 Email: sc@ircgroup.com.hk

Registered Office

IRC Limited 6H, 9 Queen’s Road Central Hong Kong Office: +852 2772 0007 Fax: +852 2772 0329 Website: www.ircgroup.com.hk

– 3 –