Qiniu Limited — Proxy Solicitation & Information Statement 2009

Mar 12, 2009

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Rontex International Holdings Limited (the “ Company ”), you should at once hand this circular to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected, for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

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RONTEX INTERNATIONAL HOLDINGS LIMITED 朗迪國際控股有限公司 [*]

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1142)

PROPOSED CHANGE OF COMPANY NAME

A notice convening the extraordinary general meeting of the Company to be held at Annapurna Room, Pacific Place Conference Centre, Level 5, One Pacific Place, 88 Queensway, Hong Kong on Wednesday, 15 April 2009 at 10:30 a.m. is set out on pages 5 to 6 of this circular. A form of proxy for use at the EGM is enclosed with this circular. Such form of proxy is also published on the website of The Stock Exchange of Hong Kong Limited at www.hkex.com.hk.

Whether or not you are able to attend the EGM, you are requested to complete the accompanying form of proxy, in accordance with the instructions printed thereon and deposit the same at the Hong Kong branch share registrar of the Company, Tricor Tengis Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for the holding of the EGM or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment thereof should you so wish.

12 March 2009

* For identification purpose only

CONTENTS

	Page
Definitions.................................................................................................................................	1
Letter from the Board
Introduction .....................................................................................................................	2
Proposed Change of Company Name ............................................................................	2
EGM .................................................................................................................................	4
Responsibility statement .................................................................................................	4
Recommendation .............................................................................................................	4
Notice of EGM..........................................................................................................................	5

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DEFINITIONS

In this circular, the following expressions have the following meanings unless the context requires otherwise:

“Acquisition”

the acquisition of the equity interest in and the shareholders’ loan owed by Langfeld Enterprises Limited by the Group pursuant to the acquisition agreement dated 31 October 2008

“Board” the board of Directors “Company” Rontex International Holdings Limited, a company incorporated in the Cayman Islands with limited liability, the Shares of which are listed on the main board of the Stock Exchange “Director(s)” director(s) of the Company “EGM” the extraordinary general meeting of the Company to be convened and held at Annapurna Room, Pacific Place Conference Centre, Level 5, One Pacific Place, 88 Queensway, Hong Kong on Wednesday, 15 April 2009 at 10:30 a.m. to consider and approve the Proposed Change of Company Name

“Group” the Company and all of its subsidiaries “Hong Kong” the Hong Kong Special Administrative Region of the PRC “Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange “PRC” the People’s Republic of China (for the purpose of this circular, excluding Hong Kong, the Macau Special Administrative Region and Taiwan) “Proposed Change the proposed change of the name of the Company from “Rontex of Company Name” International Holdings Limited” to “Siberian Mining Group Company Limited” and the new Chinese name “西伯利亞礦 業集團有限公司” will be adopted to replace “朗迪國際控股 有限公司” for identification purposes “Share(s)” ordinary share(s) of HK$0.01 each in the share capital of the Company “Shareholder(s)” holder(s) of the Share(s) “Stock Exchange” The Stock Exchange of Hong Kong Limited “HK$” Hong Kong dollars, the lawful currency of Hong Kong

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LETTER FROM THE BOARD

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RONTEX INTERNATIONAL HOLDINGS LIMITED 朗迪國際控股有限公司 [*]

(Incorporated in the Cayman Islands with limited liability) (Stock Code: 1142)

Executive Directors: Mr. Chiu Chi Hong Mr. Li Wing Sang (Deputy Chairman and Chief Executive Officer) Mr. Lim Ho Sok

Registered office: Cricket Square Hutchins Drive P.O. Box 2681 Grand Cayman KY1-1111 Cayman Islands

Independent non-executive Directors:

Mr. Liew Swee Yean Mr. Tam Tak Wah Mr. Yoshinori Suzuki

Head office and principal place of business in Hong Kong: 16/F, No. 8 Queen’s Road Central Central, Hong Kong

12 March 2009

To the Shareholders

Dear Sir or Madam,

PROPOSED CHANGE OF COMPANY NAME

INTRODUCTION

The purpose of this circular is to provide you with the information relating to the resolution to be proposed at the EGM for the Proposed Change of Company Name and to give you the notice of EGM in order to enable you to make an informed decision on whether to vote for or against the resolution to be proposed.

PROPOSED CHANGE OF COMPANY NAME

The Board announced on 24 February 2009 that it proposed to change the name of the Company from “Rontex International Holdings Limited” to “Siberian Mining Group Company Limited” and the new Chinese name “西伯利亞礦業集團有限公司” will be adopted to replace “朗迪國際控股有限公 司” for identification purposes, subject to the conditions set out below being fulfilled.

* For identification purpose only

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LETTER FROM THE BOARD

Reasons for the change of name

After the acquisition of the equity interest in and the shareholders’ loan owed by Langfeld Enterprises Limited by the Group pursuant to the acquisition agreement dated 31 October 2008, the Board believes that the change of the Company name will benefit its future business development as the new name will better reflect the recent expansion and diversification of the Company’s businesses which is in the interests of the Company and the Shareholders as a whole. In addition, the new name can also refresh the Company’s corporate image and identity. Further details of the Acquisition are set out in the announcement of the Company dated 14 November 2008 and the circular dated 31 December 2008 respectively.

Conditions of the change of name

The Proposed Change of Company Name will be subject to the following:

1. the passing of a special resolution by the Shareholders at the EGM to approve the change of the Company name;

2. the Registrar of Companies in the Cayman Islands approving the change of the Company name; and

3. the completion of the Acquisition.

The new name of the Company will take effect from the date of entry of the new name on the register maintained by the Registrar of Companies in the Cayman Islands. The Company will then carry out all necessary filing procedures with the Companies Registry in Hong Kong.

Effects of change of the name of the Company

The change of the name of the Company will not affect any rights of the holders of securities of the Company or the Company’s daily business operation and its financial position.

All existing certificates of securities in issue bearing the present name of the Company shall, after the proposed change of the name of the Company becoming effective, continue to be evidence of title to such securities and the existing share certificates will continue to be valid for trading, settlement, registration and delivery purposes. There will not be any arrangement for exchange of the existing certificates of securities for new share certificates bearing the new name of the Company. Once the change of the name of the Company becomes effective, new share certificates will be issued only in the new name of the Company.

The Company will make further announcements as and when appropriate on the results of the EGM, the effective dates of the change of the name of the Company and the new stock short name of the Shares of the Company.

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LETTER FROM THE BOARD

EGM

There is set out on pages 5 to 6 of this circular a notice convening the EGM to be held at Annapurna Room, Pacific Place Conference Centre, Level 5, One Pacific Place, 88 Queensway, Hong Kong on Wednesday, 15 April 2009 at 10:30 a.m.. At the EGM, a special resolution will be put forward to the Shareholders to approve the Proposed Change of Company Name. According to Rule 13.39(4) of the Listing Rules, any voting of the Shareholders at the EGM will be taken by way of poll and an announcement will be made after the EGM on the results of the EGM. To the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, no Shareholders will be required to abstain from voting on the resolution to be approved at the EGM.

A form of proxy for use at the EGM is enclosed with this circular. Whether or not you are able to attend the EGM, you are requested to complete the accompanying proxy form, in accordance with the instructions printed thereon and deposit the same at the Hong Kong branch share registrar of the Company, Tricor Tengis Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for holding the EGM or any adjournment thereof. Completion and return of the proxy form will not preclude you from attending and voting in person at the EGM or any adjourned thereof should you so wish.

RESPONSIBILITY STATEMENT

This document includes particulars given in compliance with the Listing Rules for the purpose of giving information with regard to the Group. The Directors collectively and individually accept full responsibility for the accuracy of the information contained in this document and confirm, having made all reasonable enquiries, that to the best of their knowledge and belief there are no other facts the omission of which would make any statement herein misleading.

RECOMMENDATION

The Directors believe that the Proposed Change of Company Name is in the best interests of the Company and the Shareholders as a whole, and therefore recommend Shareholders to vote in favour of the resolution to be proposed at the EGM.

Yours faithfully, For and on behalf of the Board Rontex International Holdings Limited Li Wing Sang

Deputy Chairman

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NOTICE OF EGM

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RONTEX INTERNATIONAL HOLDINGS LIMITED 朗迪國際控股有限公司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1142)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting of Rontex International Holdings Limited (the “ Company ”) will be held at Annapurna Room, Pacific Place Conference Centre, Level 5, One Pacific Place, 88 Queensway, Hong Kong on Wednesday, 15 April 2009 at 10:30 a.m. for the purposes of considering and, if thought fit, passing the following resolution with or without amendments as resolution of the Company:

SPECIAL RESOLUTION

1. “ THAT subject to and conditional upon (i) the approval of the Registrar of Companies in the Cayman Islands and (ii) the completion of the Acquisition (as defined in the circular of the Company dated 12 March 2009), the name of the Company be and is hereby changed from “Rontex International Holdings Limited” to “Siberian Mining Group Company Limited” and the new Chinese name “西伯利亞礦業集團有限公司” will be adopted to replace “朗迪國際 控股有限公司” for identification purposes with effect from the date of entry of the new name on the register maintained by the Registrar of Companies in the Cayman Islands, and the directors of the Company be and are hereby authorised to do all such acts, deeds and things and execute all documents they consider necessary or expedient to give effect to the aforesaid change of name of the Company.”

By order of the Board of Rontex International Holdings Limited Li Wing Sang Deputy Chairman

Hong Kong, 12 March 2009

Registered office: Cricket Square Hutchins Drive P.O. Box 2681 Grand Cayman KY1-1111 Cayman Islands

Head office and principal place of business in Hong Kong: 16/F, No.8 Queen’s Road Central, Central, Hong Kong

* For identification purpose only

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NOTICE OF EGM

Notes:

1. A member entitled to attend and vote at the EGM convened by the above notice is entitled to appoint one or more proxy to attend and, subject to the provisions of the articles of association of the Company, to vote on his behalf. A proxy need not be a member of the Company but must be present in person at the EGM to represent the member. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.

2. A form of proxy for use at the EGM is enclosed. Such form of proxy is also published on the website of the Stock Exchange at www.hkex.com.hk. In order to be valid, the form of proxy must be duly completed and signed in accordance with the instructions printed thereon and deposited together with a power of attorney or other authority, if any, under which it is signed, or a certified copy of such power or authority, at the branch share registrar of the Company in Hong Kong, Tricor Tengis Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the EGM or any adjournment thereof. Completion and return of a form of proxy will not preclude a member from attending in person and voting at the EGM or any adjournment thereof, should he so wish.

3. In the case of joint holders of shares, any one of such holders may vote at the EGM, either personally or by proxy, in respect of such share as if he was solely entitled thereto, but if more than one of such joint holders are present at the EGM personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such shares shall alone be entitled to vote in respect thereof.

4. As at the date of this notice, the Board comprises Mr. Chiu Chi Hong, Mr. Li Wing Sang and Mr. Lim Ho Sok as executive Directors and Mr. Liew Swee Yean, Mr. Tam Tak Wah and Mr. Yoshinori Suzuki as independent nonexecutive Directors.

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