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Medlive Technology Co., Ltd. Board/Management Information 2008

Feb 26, 2008

50436_rns_2008-02-26_b2d3b3b9-d779-42be-b62a-07fe49f64b20.pdf

Board/Management Information

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==> picture [459 x 40] intentionally omitted <==

HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED

海信科龍電器股份有限公司

(A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 0921)

ANNOUNCEMENT ON RESOLUTIONS PASSED AT 2008 THIRD MEETING OF THE SIXTH BOARD OF DIRECTORS

AND

RESIGNATION OF DIRECTOR

AND

PROPOSED APPOINTMENT OF DIRECTOR

This announcement is made in accordance with Rules 13.09(2) and 13.51(2) of the Rules Governing the Listing of Securities (the “Listing Rules”) on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).

The sixth board of directors (the “Board”) of Hisense Kelon Electrical Holdings Company Limited (the “Company”) convened its 2008 third meeting (the “Meeting”) by way of written resolutions on 26 February 2008. All of the eight directors attended the Meeting. The convening of and the voting at the Meeting were in compliance with the Company Law of the People’s Republic of China (the “PRC”) and the articles of association of the Company. The following resolutions were considered and passed at the Meeting:

  1. The resignation of Mr. Yang Yun Duo as the Vice Chairman and a director of the Company due to personal reasons was approved with 8 affirmative votes, 0 dissenting votes and 0 abstaining votes.

The Board would like to take this opportunity to express its gratitude for the services provided by Mr. Yang during his term of office.

  1. The nomination of Mr. Zhang Ming as candidate for director of the Company was approved and to be proposed to the shareholders’ general meeting for approval,

with 8 affirmative votes, 0 dissenting votes and 0 abstaining votes (please refer to Note 1 for the biography of Mr. Zhang).

The independent non-executive directors of the Company have given their independent opinion and consider that the procedures for the nomination of the candidate as directors have complied with the relevant regulations and that the candidate possesses the relevant qualifications to act as director (please refer to Note 2 for the opinions of the independent non-executive directors).

  1. The proposal for the convening of the 2008 second extraordinary general meeting of the Company was approved with 9 affirmative votes, 0 dissenting votes and 0 abstaining votes.

The Company has decided to hold its 2008 second extraordinary general meeting on 16 April 2008 at the conference room on the Company’s head office, Shunde District, Foshan City, Guangdong Province. Further information on the general meeting will be provided on the same day in the notice of the extraordinary general meeting.

RESIGNATION OF DIRECTOR

The Board announces that Mr. Yang Yun Duo resigned from acting as a director of the Company with effect from 26 February 2008. Mr. Yang confirmed that there was no disagreement between him and the Board and he was not aware of any other matters in relation to his resignation that need to be brought to the attention of the shareholders of the Company and The Stock Exchange of Hong Kong Limited.

Trading in the H Shares of the Company

At the request of the Company, trading in the H Shares of the Company was suspended from 28 April 2005 to 10 May 2005, and has remained suspended since 10:00 a.m. on 16 June 2005, initially following various press releases regarding the investigation by the China Securities and Regulatory Commission on Greencool Technology Holdings Limited in connection with the possible misappropriation of funds of the Company. Greencool Technology Holdings Limited was then an indirect shareholder of the Company controlled by Mr. Gu Chu Jun, who was the then executive director and chairman of the Company and the controlling shareholder of Guangdong Greencool Enterprise Development Company Limited, the then single largest shareholder of the Company.

The Company is currently reviewing the relevant documents in relation to the suspension of H Shares, the events leading to such suspension and the actions taken by the Company and has submitted a resumption proposal to the Stock Exchange for review.

By order of the Board of

Hisense Kelon Electrical Holdings Company Limited

Tang Ye Guo

Chairman

Foshan City, Guangdong, the PRC, 26 February 2008

As at the date of this announcement, the Company’s executive directors are Mr. Tang Ye Guo, Mr. Wang Shi Lei, Ms. Yu Shu Min, Mr. Lin Lan and Ms. Liu Chun Xin; and the Company’s independent non-executive directors are Mr. Zhang Sheng Ping, Mr. Lu Qing and Mr. Cheung Yui Kai, Warren.

Note 1:

Biography of Mr. Zhang Ming

Zhang Ming, aged 37, college degree, graduated from the TianJin Institution of Commerce in 1995. He has successively served in the development and planning department of Hisense Electrical from July 1995 to August 1998; He has been appointed as the vice minister in the capital operation department of Hisense Group Company Limited from August 1998 to February 2000; and the deputy director of the strategic research center of Hisense Group Company Limited from February 2000 to February 2002; the director of the strategy development department of Hisense Group

Company Limited from February 2002 to February 2004. Mr. Zhang has been appointed as the chief supervisor at the capital operation department of Hisense Group Company Limited from February 2004 to June 2006. Mr. Zhang has been appointed as a director of Hisense Kelon Electrical Holdings Company from 26 June 2006 to 13 November 2006; Mr. Zhang has been appointed as a director of Hua Yi Compressor Holding Company since 28 June 2006; Mr. Zhang was also appointed as a vice president of Hisense Kelon Electrical Holdings Company Limited since June 2006, and a director of Qingdao Hisense Air-Conditioning Company Limited since August 2007.

Save as disclosed above, Mr. Zhang has not held any directorship in any public listed companies in the past three years. As at the date of this announcement, Mr. Zhang does not hold any shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance, save as disclosed above, he dose not have any relationship with any of the substantial or controlling shareholders of the Company or its subsidiaries.

Mr. Zhang is to stand for election as a director of the Company for a term commencing from the date of his proposed appointment at the general meeting and terminating on the expiration of the sixth Board of the Company. If elected, Mr. Zhang will not be entitled to any remuneration or emoluments as the director of the Company.

Save as disclosed above, there is no other matter or information that needs to be disclosed to or brought to the attention of the shareholders of the Company in relation to Mr. Zhang’s proposed appointment pursuant to any of the requirements of 13.51(2)(h) to 13.51(2)(v) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

Note 2:

The Opinion of Independent Non-executive Directors Relating to the Director Candidate Nominated by the Board

The board of directors (the “Board”) of Hisense Kelon Electrical Holdings Company Limited (the “Company”) considered the resolution relating to the nomination of Mr. Zhang Ming as candidate for director of the sixth board of directors of the Company. The Board has provided us with the relevant information and we have reviewed the relevant documents and have made queries to the relevant departments and personnel of the Company with respect to the relevant matters. In accordance with the articles of

association of the Company and the relevant regulations of the independent director system, we agree to the nomination of Mr. Zhang Ming as a candidate for director of the sixth Board. We confirm that the procedures for the nomination of the above candidate are in compliance with the relevant regulations. The above candidate has the requisite qualifications to serve as director of a listed company and is in compliance with the requirements of the Company Law of the People’s Republic of China and other relevant laws and regulations.

The independent non-executive directors Zhang Sheng Ping, Lu Qing, Cheung Yui Kai, Warren. 26 February 2008