Labixiaoxin Snacks Group Limited — AGM Information 2012

Apr 18, 2012

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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China Lifestyle Food and Beverages Group Limited 中 國 休 閒 食 品 集 團 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 1262)

PROPOSED CHANGE OF COMPANY NAME

AND

AMENDMENTS TO THE BYE-LAWS

The Board intends to propose a special resolution at the forthcoming Annual General Meeting: (i) to change the Company’s name; and (ii) to amend the Bye-laws.

A circular containing, among other matters, particulars of the Proposed Change of Company Name, the proposed Amendments to the Bye-laws and a notice of Annual General Meeting together with the related proxy form will be despatched to the shareholders of the Company as soon as practicable.

This announcement is made by China Lifestyle Food and Beverages Group Limited (the ‘‘Company’’) pursuant to Rule 13.51(1) 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 the Company announces that a special resolution will be proposed at the annual general meeting of the Company to be held on 31 May 2012 (Thursday) (the ‘‘Annual General Meeting’’) to approve, inter alia, the Proposed Change of Company Name and the Amendments to the Bye-laws as such terms defined below.

CHANGE OF COMPANY NAME

The Board proposes to change the name of the Company from ‘‘China Lifestyle Food and Beverages Group Limited’’ to ‘‘Labixiaoxin Snacks Group Limited’’ and the secondary name of the Company from ‘‘中國休閒食品集團有限公司’’ to ‘‘蠟筆小新休閒食品集團有限公司’’ (the ‘‘Proposed Change of Company Name’’). The Board considers that the Proposed Change of Company Name can more clearly reflect the brand name and nature of business conducted by the Group. The Board is of the view that the Proposed Change of Company Name will benefit the Company’s business development and is in the interests of the Company and the shareholders of the Company as a whole.

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Conditions of the Proposed Change of Company Name

The Proposed Change of Company Name is subject to the following:

• (a) the passing of a special resolution by the shareholders of the Company to approve the Proposed Change of Company Name at the Annual General Meeting; and

• (b) the granting of the approval for the Proposed Change of Company Name by the Registrar of Companies in Bermuda.

The relevant filing with the Registrar of Companies in Bermuda will be made after the passing of the special resolution at the Annual General Meeting. The Company will carry out the necessary filing procedures with the Companies Registry in Hong Kong under Part XI of the Companies Ordinance (Chapter 32 of the laws of Hong Kong) upon the Proposed Change of Company Name becoming effective.

Effects of the change of Company Name

The proposed Change of Company Name will not affect any rights of the existing shareholders of the Company. All existing share certificates in issue bearing the present name of the Company shall continue to be evidence of title to such shares and valid for trading, settlement and registration purposes. There will not be any arrangement for exchange of the existing share certificates. Once the Proposed Change of Company Name becomes effective, new share certificates will be issued under the new name of the Company.

The Company intends to change its stock short names upon the Proposed Change of Company Name becoming effective and further announcement on the change of name of the Company and the change in stock short names will be made once the Proposed Change of Company Name has become effective and the proposed change in stock short names has been approved by The Stock Exchange of Hong Kong Limited (the ‘‘Stock Exchange’’).

AMENDMENTS TO THE BYE-LAWS

The Stock Exchange has amended the Listing Rules relating to, among other things, the constitutional documents or equivalent constitutional documents of listed issuers. The amendments to the Listing Rules came into effect on 1 January 2012 or 1 April 2012, respectively. In addition, significant amendments of the Companies Act 1981 of Bermuda pursuant to the Companies Amendment (No. 2) Act 2011 in Bermuda became operative on 18 December 2011.

Accordingly, the Board proposes to seek the approval of the shareholders of the Company at the Annual General Meeting for the amendments to the existing bye-laws of the Company (the ‘‘Amendments to the Bye-laws’’), the provisions of which will principally reflect recent changes brought about by the amendments to the laws of Bermuda.

Conditions of the Amendments to the Bye-laws

The Amendments to the Bye-laws is subject to the approval of the shareholders of the Company by way of passing a special resolution at the Annual General Meeting and shall come into effect upon the passing of such special resolution at the Annual General Meeting.

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GENERAL

A circular containing, among other matters, particulars of the Proposed Change of Company Name, the proposed Amendments to the Bye-laws and a notice of Annual General Meeting together with the related proxy form will be despatched to the shareholders of the Company as soon as practicable.

By order of the Board China Lifestyle Food and Beverages Group Limited Zheng Yu Long Chairman

Hong Kong, 18 April 2012

As at the date of this announcement, the executive directors of the Company are Zheng Yu Long, Zheng Yu Shuang and Zheng Yu Huan; the non-executive directors of the Company are Li Hung Kong and Li Gang; and the independent non-executive directors of the Company are Li Zhi Hai, Sun Kam Ching and Chung Yau Tong.

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