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JD Logistics, Inc. Interim / Quarterly Report 2005

Sep 22, 2005

50717_rns_2005-09-22_c0210927-a68e-4907-b9d7-6f3ae88829f5.pdf

Interim / Quarterly Report

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(Stock Code: 1172)

ANNOUNCEMENT OF RESULTS FOR THE SIX MONTHS ENDED 30TH JUNE, 2005

The Board of Directors (the “Directors”) of Midas International Holdings Limited (the “Company”) is pleased to announce that the unaudited consolidated results of the Company and its subsidiaries (the “Group”) for the six months ended 30th June, 2005 together with the comparative figures for the previous period are as follows:

CONDENSED CONSOLIDATED INCOME STATEMENT

Notes
Turnover
4
Direct expenses
Gross profit
Other operating income
5
Selling expenses
Administrative and operating expenses
Finance costs
Profit before taxation
6
Income tax expenses
7
Profit for the period
Attributable to:
Ordinary shareholders of the Company
Minority interests
Dividends
8
Basic earnings per share
9
CONDENSED CONSOLIDATED BALANCE SHEET
Notes
ASSETS AND LIABILITIES
Non-current assets
Investment properties
Property, plant and equipment
Prepaid lease payments
Contractual reimbursement from related companies
Deposits paid for acquisition of property, plant and equipment
For the six months
ended 30th June,
2005
2004
HK$’000
HK$’000
(unaudited)
(unaudited
and restated)
351,868
307,662
(249,625)
(206,943)
102,243
100,719
10,687
3,614
(14,649)
(11,555)
(69,962)
(64,263)
(3,481)
(4,193)
24,838
24,322
(6,559)
(2,853)
18,279
21,469
18,680
20,864
(401)
605
18,279
21,469
17,632
16,029
HK3.5 cents
HK3.9 cents
30th June,
31st December,
2005
2004
HK$’000
HK$’000
(unaudited)
(audited
and restated)
163,520
393,700
224,890
232,188
8,704
8,819
21,019
32,719
8,425

426,558
667,426
  • for identification purpose only

– 1 –

Current assets
Inventories
Trade receivables
10
Deposits, prepayments and other receivables
Prepaid lease payments
Tax recoverable
Bank balances and cash
Current liabilities
Trade payables
11
Accrued charges and other payables
Deposits received in respect of disposal of a subsidiary
Tax payable
Borrowings
Net current assets
Total assets less current liabilities
Non-current liabilities
Borrowings
Amount due to a minority shareholder
Redeemable preference shares
Deferred tax
NET ASSETS
CAPITAL AND RESERVES
Share capital
Share premium
Other reserves
Equity attributable to ordinary shareholders of the Company
Minority interests
TOTAL EQUITY
110,134
221,749
8,950
229
215
148,957
490,234
179,579
66,744

11,202
36,763
294,288
195,946
622,504
108,400

23,500
27,949
159,849
462,655
53,429
164,773
244,453
462,655

462,655
70,261
208,424
12,655
229
212
96,040
387,821
154,904
82,805
936
5,740
35,849
280,234
107,587
775,013
107,000
56,887
48,500
56,354
268,741
506,272
53,429
164,773
243,405
461,607
44,665
506,272

Notes:

1. BASIS OF PREPARATION

The condensed financial statements have been prepared in accordance with the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities (the “Listing Rules”) on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) and with Hong Kong Accounting Standard (the “HKAS”) 34 “Interim Financial Reporting” issued by the Hong Kong Institute of Certified Public Accountants (the “HKICPA”).

2. PRINCIPAL ACCOUNTING POLICIES

The condensed financial statements have been prepared under the historical cost basis except for the investment properties and financial instruments, which are measured at fair value as appropriate.

The accounting policies used in the condensed financial statements are consistent with those followed in the preparation of the annual financial statements of the Group for the year ended 31st December, 2004 except as described below.

In the current period, the Group has applied, for the first time, a number of new Hong Kong Financial Reporting Standards (“HKFRS(s)”), HKASs and Interpretations (hereinafter collectively referred to as the “new HKFRSs”) issued by the HKICPA that are effective for accounting periods beginning on or after 1st January, 2005. The application of the new HKFRSs has resulted in a change in the presentation of the income statement, balance sheet and the statement of changes in equity. In particular, the presentation of minority interests has been changed in accordance with HKAS 1 “Presentation of Financial Statements”. These changes in presentation have been applied retrospectively.

– 2 –

The adoption of the new HKFRSs has resulted in changes to the Group’s accounting policies in the following areas:

  • (1) Business Combinations HKFRS 3 “Business Combinations” is effective for business combinations for which the agreement date is on or after 1st January, 2005. The principal effects of the applications of HKFRS 3 to the Group are summarised below: Goodwill

  • The Group has applied the relevant transitional provisions in HKFRS 3. Goodwill previously recognised in reserves has been transferred to the Group’s retained profits on 1st January, 2005. Goodwill arising on acquisitions after 1st January, 2005 is measured at cost less accumulated impairment losses after initial recognition and is presented at the balance sheet as assets. The adoption of the standard has no material impact to the results and net assets for 2004 and 2005.

  • (2) Owner-occupied Leasehold Interest in Land

  • In previous periods, owner-occupied leasehold land and buildings were included in property, plant and equipment and measured using the cost model. In the current period, the Group has applied HKAS 17 “Leases”. Under HKAS 17, the land and buildings elements of a lease of land and buildings are considered separately for the purposes of lease classification, unless the lease payments cannot be allocated reliably between the land and buildings elements, in which case, the entire lease is generally treated as a finance lease. To the extent that the allocation of the lease payments between the land and buildings elements can be made reliably, the leasehold interests in land are reclassified to prepaid lease payments under operating leases, which are carried at cost and amortised over the lease term. Alternatively, where the allocation between the land and buildings elements cannot be made reliably, the leasehold interests in land continue to be accounted for as property, plant and equipment. The change in accounting policy has been applied retrospectively and the financial impact on the Group is set out in note 3.

  • (3) Investment Properties

In previous periods, the Group’s investment properties were measured at open market values, with revaluation surplus or deficit credited or charged to investment property revaluation reserve unless the balance on this reserve was insufficient to cover a revaluation decrease, in which case the excess of the revaluation decrease over the balance on the investment property revaluation reserve was charged to the income statement. Where a decrease had previously been charged to the income statement and revaluation subsequently arose, that increase was credited to the income statement to the extent of the decrease previously charged. In the current period, the Group has, for the first time, applied HKAS 40 “Investment Property”. The Group has elected to use the fair value model to account for its investment properties which requires gains or losses arising from changes in the fair value of investment properties to be recognised directly in the profit or loss for the period in which they arise. The Group has applied the relevant transitional provisions in HKAS 40 and elected to apply HKAS 40 from 1st January, 2005 onwards. The amount held in investment property revaluation reserve at 1st January, 2005 has been transferred to the Group’s retained profits and the financial impact on the Group is set out in note 3.

(4) Financial Instruments

In the current period, the Group has applied HKAS 32 “Financial Instruments: Disclosure and Presentation” and HKAS 39 “Financial Instruments: Recognition and Measurement”. HKAS 32 requires retrospective application. HKAS 39, which is effective for accounting periods beginning on or after 1st January, 2005, generally does not permit to recognise, derecognise or measure financial assets and liabilities on a retrospective basis. The principal effects resulting from the implementation of HKAS 32 and HKAS 39 are summarised below:

Redeemable preference shares HKAS 32 requires an issuer of a financial instrument to classify the instrument, or its components parts, on initial recognition as a financial liability, a financial asset or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability, a financial asset and an equity instrument. The principle impact of HKAS 32 on the Group is in relation to redeemable preference shares issued by the Company that have contractual obligation to deliver cash to the holder. Previously, redeemable preference shares were classified as equity on the balance sheet. On adoption of HKAS 32, the redeemable preference shares were reclassified as financial liabilities retrospectively. Comparative profit for 2004 has been restated in order to reflect the interest on the redeemable preference shares as finance costs and the financial impact on the Group is set out in note 3.

From 1st January, 2005 onwards, the Group classifies and measures its financial assets and financial liabilities, other than debt and equity securities (which were previously outside the scope of Statement of Standard Accounting Practices 24), in accordance with the requirements of HKAS 39. Under HKAS 39, financial assets are classified as “financial assets at fair value through profit or loss”, “available-for-sale financial assets”, “loans and receivables” or “held-to-maturity financial assets”. Financial liabilities are generally classified as “financial liabilities at fair value through profit or loss” or “financial liabilities other than financial liabilities at fair value through profit or loss (other financial liabilities)”. “Other financial liabilities” are carried at amortised cost using the effective interest method. The adoption of HKAS 39 has had no material effect on the Group’s retained profits.

3. SUMMARY OF THE EFFECTS OF THE CHANGES IN ACCOUNTING POLICIES

The effects of the changes in the accounting policies described in note 2 above are an increase in finance costs of approximately HK$442,000 in respect of the reclassification of preference shares dividends for the current period (2004: HK$1,361,000).

– 3 –

The effects on the balance sheet of the changes in the accounting policies described in note 2 above are as follows:

As at
31st December,
2004
(originally stated)
HK$’000
Property, plant and equipment
241,236
Prepaid lease payments

Redeemable preference shares

Total effects on assets and liabilities
241,236
Preference share capital
808
Preference share premium
47,692
Investment property revaluation reserve
2,780
Goodwill
(33,216 )
Retained profits
245,602
Total effects on equity
263,666
As at
31st December,
2004
Adjustment
(restated)
HK$’000
HK$’000
(9,048 )
232,188
9,048
9,048
(48,500 )
(48,500 )
(48,500 )
192,736
(808 )

(47,692 )


2,780

(33,216 )

245,602
(48,500 )
215,166
Adjustment
HK$’000






(2,780 )
33,216
(30,436 )
As at
1st January,
2005
(restated)
HK$’000
232,188
9,048
(48,500 )
192,736




215,166
215,166

4. SEGMENT INFORMATION

Business segments

The Group is currently operating in two business segments, namely printing and property investment. Turnover of the Group represents net amounts received and receivable for goods sold by the Group to outside customers, less returns and allowances and property rental income during the period. Segmental information about these businesses is presented below.

Six months ended 30th June, 2005

Property
Printing
investment
HK$’000
HK$’000
TURNOVER – external
340,738
11,130
SEGMENT RESULTS
21,843
6,449
Unallocated corporate income
Unallocated corporate expenses
Finance costs
Profit before taxation
Income tax expenses
PROFIT FOR THE PERIOD
Six months ended 30th June, 2004
Property
Printing
investment
HK$’000
HK$’000
TURNOVER – external
299,066
8,596
SEGMENT RESULTS
23,369
5,304
Unallocated corporate income
Unallocated corporate expenses
Finance costs
Profit before taxation
Income tax expenses
PROFIT FOR THE PERIOD
Total
HK$’000
351,868
28,292
778
(751 )
(3,481)
24,838
(6,559)
18,279
Total
HK$’000
307,662
28,673
466
(624 )
(4,193)
24,322
(2,853)
21,469

5. OTHER OPERATING INCOME

Included in other operating income is a gain on disposal of a subsidiary of approximately HK$5,828,000 (2004: Nil). Pursuant to a sale and purchase agreement dated 28th October, 2004 entered into with the minority shareholder of a 51%-owned subsidiary, 成都莊士中心開發有限公司 Chengdu Chuang’s Centre Development Company Limited (“Chengdu Chuang’s”), a company registered in the form of an equity joint venture and engaged in property investment in the People’s Republic of China (the “PRC”), the Group agreed to dispose of its entire interests in Chengdu Chuang’s (including the advance and accrued interest made by the Group to Chengdu Chuang’s) at a consideration of RMB100 million (equivalent to approximately HK$93.5 million) and the 6th floor of the Chengdu Chuang’s Centre. The cash consideration has been fully settled by the purchaser. As the substantial risk and reward had been transferred to the purchaser, the Group completed the disposal in the current period.

– 4 –

6. PROFIT BEFORE TAXATION

Profit before taxation has been arrived at after charging (crediting):

7.

Depreciation
Interest earned on bank deposits
INCOME TAX EXPENSES
The charge (credit) comprises:
Hong Kong Profits Tax
PRC income tax
Deferred tax
For the six months
ended 30th June,
2005
2004
HK$’000
HK$’000
17,613
17,289
(778)
(466 )
For the six months
ended 30th June,
2005
2004
HK$’000
HK$’000
1,945
2,210
4,969
666
(355)
(23)
6,559
2,853

Hong Kong Profits Tax is calculated at 17.5% of the estimated assessable profits for the six months ended 30th June, 2004 and 2005.

PRC income tax is calculated at the applicable rates relevant to the PRC subsidiaries.

The Group had no significant unprovided deferred tax for the period or at the balance sheet date.

8. DIVIDENDS

2003 final dividend of HK3.0 cents per share paid to ordinary shareholders
2004 final dividend of HK3.3 cents per share paid to ordinary shareholders
For the six months
ended 30th June,
2005
2004
HK$’000
HK$’000
(restated)

16,029
17,632

17,632
16,029
For the six months
ended 30th June,
2005
2004
HK$’000
HK$’000
(restated)

16,029
17,632

17,632
16,029
16,029

The interim dividend of HK1.2 cents (2004: HK1.2 cents) per share will be paid to the ordinary shareholders of the Company whose names appear in the register of members on 14th October, 2005.

9. BASIC EARNINGS PER SHARE

The calculation of the basic earnings per share attributable to the ordinary shareholders of the Company is based on the profit for the period attributable to ordinary shareholders of the Company of HK$18,680,000 (2004: HK$20,864,000 as restated) and on 534,290,068 (2004: 534,290,068) ordinary shares in issue during the period.

10. TRADE RECEIVABLES

The Group has a policy of allowing credit periods ranging from 30 days to 180 days to its trade customers. The aged analysis of trade receivables prepared on the basis of sales invoice date is stated as follows:

0 to 30 days
31 to 60 days
61 to 90 days
91 to 120 days
121 to 180 days
More than 180 days
30th June,
31st December,
2005
2004
HK$’000
HK$’000
88,518
55,567
50,098
32,427
31,517
36,304
28,240
40,025
16,841
36,110
6,535
7,991
221,749
208,424
30th June,
31st December,
2005
2004
HK$’000
HK$’000
88,518
55,567
50,098
32,427
31,517
36,304
28,240
40,025
16,841
36,110
6,535
7,991
221,749
208,424
208,424

– 5 –

11. TRADE PAYABLES

The aged analysis of trade payables prepared on the basis of supplier invoice date is stated as follows:

TRADE PAYABLES
The aged analysis of trade payables prepared on the basis of supplier invoice date is
stated as follows: stated as follows:
0 to 30 days
31 to 60 days
61 to 90 days
91 to 120 days
More than 120 days
30th June,
31st December,
2005
2004
HK$’000
HK$’000
52,181
31,863
50,944
28,616
26,793
22,085
19,137
18,012
30,524
54,328
179,579
154,904
154,904

INTERIM DIVIDEND

The directors have declared an interim dividend of HK1.2 cents (2004: HK1.2 cents) per ordinary share payable on or before 21st October, 2005 to ordinary shareholders whose names appear on the Company’s register of members on 14th October, 2005.

BUSINESS REVIEW

The Group’s turnover rose by 14% to about HK$352 million in the first half of 2005. The growth is attributable to the continuous effort to widen our product mix together with the continuous increase in demand from customers. Nevertheless, the rise in paper and other materials costs have served to dampen the margin. Gross profit increased by 2% to HK$102 million and profit before taxation increased by 2% to HK$25 million. Income tax expenses increased to HK$7 million, mainly attributable to tax effect resulted from the disposal of interests in Chengdu Chuang’s Centre during the period. As a result, profit attributable to ordinary shareholders decreased by 10% to about HK$19 million and EBITDA for the six months ended 30th June, 2005 amounted to HK$45 million.

  • (a) Printing Division

For the first half of the year, with the Group’s proactive strategy to strengthen its sales and production capacity, the Group’s printing business increased by 14% and reached a turnover of HK$341 million, accounting for 97% of the Group’s turnover. The core printing business of the Group comprised book printing and paper product printing.

  • (1) Book Printing

  • Book printing business focused mainly on multinational publishers and conglomerates in the United States, Europe, Australia and New Zealand. During the period, the Group has diversified its customer base and provided value-added services and professional printing solutions to its customers. As a result, the Group has achieved a satisfactory growth in turnover in its book printing business.

Undeviating high quality standard and reputation in the global printing industry have become the core essence of the Group. Each year, the Group won various printing awards locally and overseas in the most prestigious and recognizable international printing competitions. This year, the Group won 31 awards in 2005 Premier Print Awards in the United States, of which we are honored to be awarded 2 Benny awards in the booklet and brochure series and product/service catalog categories.

To improve corporate awareness and develop new clients, the Group has exhibited in the Bologna Children’s Book Fair, the Book Expo of America and the Beijing International Book Fair. In addition, the Group will participate the Frankfurt Book Fair in October 2005.

The book printing production of the Group is carried out in the following plants:

  • (i) Yuanzhou plant

  • The Yuanzhou plant is specialized in book printing business with a gross floor area of about 410,000 sq. ft.. To serve for the change in product mix and the rapid growth in book printing business, the Group has expanded its paper engineering and hand assembling teams and has already installed two new 5-color printing presses. To be in line with the expansion plan, a new staff quarter was being constructed with a gross floor area of about 24,700 sq. ft. and it will be completed by the third quarter of the year. The Group will continue to monitor its production capacity and technological advancement and will prepare for further investment if necessary.

  • (ii) Processing plant in Dongguan

  • The processing plant in Dongguan occupies a gross floor area of about 250,000 sq. ft. and has been providing strong back-up support to the book printing business and the overall operation worked well during the period under review. The Group has installed a new CTP system during the period in order to provide the most advanced printing services to its clients.

– 6 –

  • (2) Paper Product Printing

  • Paper product business concentrated on a comprehensive range of products including packaging products, commercial printing, premium gift products, greeting cards, stationery items and paper bags. With its expansion in client base as a result of quick response and flexible alternatives in product range, the Group has accomplished a remarkable growth in turnover during the period. The Group has broadened its geographic reach and hired additional sales personnel to cater for the new business development. These coupled with its reliable and supportive customer service, the Group is able to maintain close business partnership with certain sizable corporations overseas and in the PRC. To develop new customers and explore new sales revenue, the Group has participated the Frankfurt Paper World 2005 and will exhibit in the Paper World USA in November 2005.

The Dongguan plant has a total gross floor area of 410,000 sq. ft. and is fully equipped to support the paper product printing. To cater for the growth in business and the digital prepress requirements, the Group has installed a new CTP system and a 2-color printing press during the period. In addition to the accreditation of ISO 9001, ISO 14001, OHSAS 18001 and the Integrated Management System Certificate, the Dongguan plant has accredited the Code of Business Practices Certificates by the International Council of Toy Industries during the period.

  • (b) Property Division

During the period, the Group has completed the disposal of its 51% interests in Chengdu Chuang’s which holds the commercial podium and basements of Chengdu Chuang’s Centre in Chengdu, at the consideration of RMB100 million (equivalent to approximately HK$93.5 million) in cash and the 6th floor of the Chengdu Chuang’s Centre of about 45,800 sq. ft.. After the disposal, the Group holds a total gross floor area of 731,700 sq. ft. of investment properties in the PRC through the entire interests in Lambda Building, Yuen Sang Building and Chuang’s Garden in Huiyang and the 6th floor of the Chengdu Chuang’s Centre in Chengdu. These investment properties will continue to generate stable rental income for the second half of 2005.

LIQUIDITY AND FINANCIAL POSITIONS

As at 30th June, 2005, the Group’s bank balances and cash amounted to HK$149 million while bank borrowings amounted to HK$145 million, of which HK$108 million are due from the second to fifth year. Therefore, the Group had surplus cash of about HK$4 million over bank borrowings and the calculation of net debt to equity ratio was not applicable. Most of the Group’s bank balances and borrowings were denominated in Hong Kong dollars, U.S. dollars and Renminbi, risk in exchange rate fluctuation would not be material. Interest on bank borrowings was charged at variable commercial rates prevailing in Hong Kong and the PRC. At the balance sheet date, certain assets of the Group with net book value of HK$27 million had been pledged to secure borrowings granted to the Group.

During the period, the Group has redeemed HK$25 million of Series B preference shares. As at the date hereof, the Group has only in issue HK$23.5 million of Series B preference shares, which is redeemable by the Group in or before December 2006.

PROSPECTS

In view of the competitiveness in the field, 2005 will be a challenging year for the printing industry. Through the strength of its strong management and operation, the Group will continue to provide high quality printing service to customers. The Group remains reasonably confident for 2005 and onwards as the orders on hand and indication from customers serve as the best support for the growth.

The Group will look for business expansion opportunity and will continue to hire sales and marketing personnel in the overseas and the PRC. To be in line with the Group’s 5-year plan, the Group will set its objective of increasing its share of higher margin business by optimizing its product mix with prudent pricing strategy. In the meantime, the Group will maintain strong measure in cost management relating to paper prices, administrative and operating expenses.

The Group is in the course of expanding its productivity and product variety especially in the area of children books, board books and gift and stationery items. As a result, the Group is actively reviewing the selection of suitable site in the PRC for the future expansion of its printing business.

CORPORATE GOVERNANCE

In order to ensure the compliance with the code provisions set out in Appendix 14 – Code on Corporate Governance Practices (the “CG Code”) of the Listing Rules which came into effect on 1st January, 2005, the Directors had in January 2005 approved that the term of office for each of Non-Executive and Independent Non-Executive Directors shall be 3 years commencing from 1st January, 2005 subject to retirement by rotation at least once every three years. In the Annual General Meeting (the “AGM”) of the Company held in May 2005, the Company had also approved certain amendments to its Articles of Association so as to bring them in line with the code provisions of the CG Code.

– 7 –

The Company has complied throughout the six months ended 30th June, 2005 with the code provisions of the CG Code except the former chairman had not attended the AGM in accordance with rule E.1.2 of the CG Code and the Company intends to comply with it in future.

The Audit Committee has been established by the Company since 1999 to review and supervise the Company’s financial reporting process and internal controls. The Audit Committee has held meetings in accordance with the relevant requirements and has reviewed the results for the six months ended 30th June, 2005. The current members of the Audit Committee are three Independent Non-Executive Directors, Mr. Shek Lai Him, Abraham, Dr. Li Sau Hung, Eddy and Mr. Yau Chi Ming and a Non-Executive Director, Mr. Dominic Lai.

The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) contained in Appendix 10 of the Listing Rules. Having made specific enquiries of all Directors of the Company, the Company received confirmations from all Directors that they have complied with the required standard set out in the Model Code.

The interim results have been reviewed by the Company’s external auditors in accordance with the Statement of Auditing Standards 700 “Engagement to Review Interim Financial Report” issued by the HKICPA.

PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES

During the six months ended 30th June, 2005, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s listed securities.

CLOSING OF REGISTER

The register of members will be closed from Wednesday, 12th October, 2005 to Friday, 14th October, 2005, both days inclusive, during which period no transfer of shares will be effected. All transfers, accompanied by the relevant share certificates, must be lodged for registration with the Company’s share registrars in Hong Kong, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, Hopewell Centre, 183 Queen’s Road East, Hong Kong, by no later than 4:00 p.m. on Monday, 10th October, 2005.

STAFF

As at 30th June, 2005, the Group, including its subcontracting processing plants, employed approximately 4,400 staff and workers, with their remuneration normally reviewed annually. The Group also provides its staff with other benefits including year-end double-pay, discretionary bonus, contributory provident fund, share options and medical insurance. Staff training is also provided as and when required.

PUBLICATION OF RESULT ON THE STOCK EXCHANGE’S WEBSITE

The interim report of the Company for the six months ended 30th June, 2005 containing all information required by paragraphs 46(1) to 46(6) of Appendix 16 of the Listing Rules will be published on the Stock Exchange’s website in due course.

GENERAL

As at the date of this announcement, Mr. Ko Sheung Chi, Mr. Kwong Tin Lap, Mr. Kwok Chi Fai, Ms. Li Mee Sum, Ann, Mr. Tang Chow Ming, Paul and Mr. Wong Chi Sing are Executive Directors, Mr. Lee Sai Wai and Mr. Dominic Lai are Non-Executive Directors, Mr. Shek Lai Him, Abraham, Dr. Li Sau Hung, Eddy and Mr. Yau Chi Ming are Independent Non-Executive Directors of the Company.

By Order of the Board of Midas International Holdings Limited Ko Sheung Chi Chairman

Hong Kong, 21st September, 2005

“Please also refer to the published version of this announcement in The Standard.”

– 8 –