Kingwell Group Limited — M&A Activity 2009

Nov 30, 2009

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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SINOTRONICS HOLDINGS LIMITED 華 翔 微 電 子 控 股 有 限 公 司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1195)

APPOINTMENT OF INDEPENDENT FINANCIAL ADVISER IN RELATION TO MANDATORY CONDITIONAL CASH OFFER

Pursuant to Rule 2.1 of the Takeovers Code, the board of directors of the Company (the ‘‘Board’’) is pleased to announce that, with the approval of the Independent Board Committee of the Company, Pelican Securities Limited has been appointed as the independent financial adviser to advise the Independent Board Committee and the Independent Shareholders in respect of the mandatory conditional offer.

Reference is made to the announcement of Sinotronics Holdings Limited (the ‘‘Company’’) dated 25th November, 2009 (the ‘‘Announcement’’) in relation to a mandatory conditional cash offer. Capitalized terms used in this announcement shall have the same meanings as defined in the Announcement unless the context requires otherwise.

The Board announces that the Independent Board Committee, comprising all the non-executive Directors, namely Mr. Pan Chang Chi, Mr. Cai Xun Shan and Mr. Cheung Chuen, has been established to advise the Independent Shareholders with respect to the General Offer.

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Pursuant to Rule 2.1 of the Takeovers Code, the Board is pleased to announce that, with the approval of the Independent Board Committee of the Company, Pelican Securities Limited has been appointed as the independent financial adviser to advise the Independent Board Committee and the Independent Shareholders in respect of the General Offer. A letter of advice from Pelican Securities Limited to the Independent Board Committee and the Independent Shareholders in respect of the General Offer will be included in the circular to be despatched to the Independent Shareholders as soon as practicable.

By Order of the Board SINOTRONICS HOLDINGS LIMITED Lin Wan Xin

Chairman

Hong Kong, 30th November, 2009

As at the date of this announcement, the Board comprises Mr. Lin Wan Xin, Mr. Xiang Song, Mr. Hu Zhao Rui, Mr. Tu Shuguang and Mr. Chan Kin as executive Directors, and Mr. Pan Chang Chi, Mr. Cai Xun Shan and Mr. Cheung Chuen as independent non-executive Directors. The directors of the Company jointly and severally accept full responsibility for the accuracy of the information contained in this announcement relating to the Company and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement by the Company 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 statement in this announcement misleading.

• for identification purposes only

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