SIM Technology Group Limited — Regulatory Filings 2011

Mar 15, 2011

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.

SIM TECHNOLOGY GROUP LIMITED 晨訊科技集團有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock code: 2000)

PROPOSED AMENDMENTS TO THE BYE-LAWS OF THE COMPANY

Reference is made to the announcements of the Company dated 26 November 2010, 6 December 2010 and 5 January 2011 respectively (“ Announcements ”) regarding the proposed TDR Issue. Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the Announcements.

In connection with the TDR Issue, the Board has resolved to propose to the Shareholders at the forthcoming annual general meeting of the Company to amend the bye-laws of the Company that conditional upon and with effect from the listing of the TDRs on the Taiwan Stock Exchange, a new Bye-law 138A which read as follows is proposed to be added immediately after the existing Bye-law 138 (“ Proposed Amendments ”):

• “138A Notwithstanding any bye-law to the contrary and subject to the Act, Bye-law 138 and availability of legal distributable funds, unless otherwise determined by the Board, the aggregate amount of dividends, interim dividends and/or other distributions, whether in cash or in kind, to be recommended by the Board for any financial year of the Company shall not be (or its equivalent monetary value as determined by the Board where any dividend or distribution is in kind) less than 35 per cent. of the combined or, as the case may be, consolidated audited net profit of the Company for that financial year of the Company.”

The Proposed Amendments are subject to the approval of the Shareholders by way of special resolution at the forthcoming annual general meeting of the Company. A circular containing, inter alia, further details concerning the Proposed Amendments and a notice convening the annual general meeting will be despatched to the Shareholders in due course.

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Further announcement(s) will be made by the Company to update the Shareholders and potential investors on the material development of the TDR Issue. Shareholders and potential investors are recommended to exercise caution when dealing in the Shares.

By order of the Board SIM Technology Group Limited Wong Cho Tung Director

Hong Kong, 15 March 2011

As at the date of this announcement, the executive Directors are Ms Yeung Man Ying, Mr Wong Cho Tung, Mr Wong Hei, Simon, Mr Zhang Jianping, Ms Tang Rongrong and Mr Chan Tat Wing, Richard, and the independent non-executive Directors are Mr Liu Hing Hung, Mr Zhuang Xingfang and Mr Xie Linzhen.

• for identification purpose only

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