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Richly Field China Development Limited M&A Activity 2016

Nov 29, 2016

49117_rns_2016-11-29_397c49f1-2bb6-4ba4-aede-d06efd4f24e0.pdf

M&A Activity

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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.

This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities.

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Websites: www.upi.com.hk www.irasia.com/listco/hk/upi

APPOINTMENT OF INDEPENDENT FINANCIAL ADVISER

Reference is made to the joint announcement issued by United Pacific Industries Limited (the “ Company ”) and Super Fame Holdings Limited (the “ Offeror ”) dated 25 November 2016 (the “ Joint Announcement ”). Unless the context otherwise requires, capitalised terms used herein shall bear the same meanings as defined in the Joint Announcement.

The Board wishes to announce that VBG Capital Limited (“ VBG Capital ”), a licensed corporation permitted to carry out Type 1 (dealing in securities) and Type 6 (advising on corporate finance) regulated activities under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), has been appointed, with the approval of the Independent Board Committee, as the independent financial adviser to advise the Independent Board Committee in connection with the Offer and in particular as to whether the Offer is fair and reasonable and as to the acceptance of the Offer. Such appointment has been approved by the Independent Board Committee in accordance with Rule 2.1 of the Takeovers Code.

The letter of advice from VBG Capital and the recommendation to the Independent Board Committee will be included in the Composite Document to be despatched jointly by the Company and the Offeror to the Shareholders in relation to the Offer.

By Order of the Board United Pacific Industries Limited Kelly Lee Executive Director

Hong Kong, 29 November 2016

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At the date of this announcement, the Board comprises one executive Director, namely Ms. Kelly Lee; two non-executive Directors, namely, Dato’ Choo Chuo Siong and Mr. Sun Jih-Hui; and three Independent non-executive Directors, namely Dr. Wong Ho Ching, Mr. Lan Yen-Po and Ms. Hu Gin Ing.

The directors of the Company jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement 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.

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