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Tomson Group Limited Board/Management Information 2006

Dec 5, 2006

49075_rns_2006-12-05_f07d2287-6e59-4b15-8440-3e9498ff2367.pdf

Board/Management Information

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TOMSON GROUP LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 258)

ELECTION OF CHAIRMAN AND VICE-CHAIRMAN OF THE BOARD

The board of directors (the “Board”) of Tomson Group Limited (the “Company”) is pleased to announce that Madam Hsu Feng, Managing Director of the Company, and Mr Tong Albert, an executive Director of the Company, have been elected as Chairman and Vice-Chairman of the Board of the Company respectively with effect from 5th December, 2006, and Madam Hsu continues to take up the post of Managing Director.

Although Madam Hsu acts as the Chairman of the Board and the Managing Director of the Company at the same time, power is not concentrated on her. The Company’s daily business management is shared amongst Madam Hsu and the executive committee of the Board. Besides, all major decisions are made in consultation with members of the Board and appropriate committees of the Board. The Board is of the view that there is an adequate balance of power.

Madam Hsu Feng , aged 56, has been a Director of the Company and its subsidiaries since January 1990. She was appointed as the Managing Director of the Company in December 2001 and the chairman of the executive committee of the Board in June 2005. She has over 10 years’ experience in film production, and in property development and investment, and retail industry in Taiwan. She has been engaged in the property development and leisure activities in the mainland China in recent years.

Madam Hsu is the mother of Mr Tong Albert, Vice-Chairman of the Board of the Company, and sister of Mr Hsu Bin, General Manager of Shanghai office of the Group. She is also a director of King China Holdings Limited and an executive director of Rivera (Holdings) Limited, a listed company in Hong Kong, both of which are currently substantial shareholders of the Company.

As at the date of this announcement, Madam Hsu has an interest in 563,595,960 shares in the issued share capital of the Company within the meaning of Part XV of the Securities and Futures Ordinance.

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Madam Hsu has entered into a service contract with the Company and is entitled to an annual salary of approximately HK$3.9 million plus other non-cash benefits as emoluments for her services in management of the Company as determined by the Board with reference to her responsibilities and market conditions. She is also entitled to a cash allowance for her services rendered to the subsidiaries of the Company.

Mr Tong Albert , aged 23, was appointed a Director of the Company in December 2001 and a member of the executive committee and remuneration committee of the Board since June 2005. He has joined the Group and taken up directorships of subsidiaries of the Company since March 2001. He has been responsible for the Group’s business development, corporate management and property trading.

Mr Tong is a son of Madam Hsu Feng, the Chairman of the Board and the Managing Director of the Company, and a nephew of Mr Hsu Bin, the General Manager of Shanghai office of the Group. He is also a director of King China Holdings Limited and an executive director of Rivera (Holdings) Limited, a listed company in Hong Kong, both of which are currently substantial shareholders of the Company.

As at the date of this announcement, Mr Tong has an interest in 22,682,000 shares in the issued share capital of the Company within the meaning of Part XV of the Securities and Futures Ordinance and also holds an option granted by the Company which entitles him to subscribe for a total of 13,000,000 shares in the capital of the Company.

Mr Tong has entered into a service contract with the Company and is entitled to annual salary and allowance of approximately HK$1.1 million in aggregate plus other non-cash benefits as emoluments for his services in management of the Company as determined by the Board with reference to his responsibilities and market conditions.

Both Madam Hsu and Mr Tong are not appointed for a specific term of office, however, they are subject to retirement by rotation and re-election at the annual general meetings of the Company pursuant to the Articles of Association of the Company.

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Save as disclosed herein, the Board is not aware of any other information relating to Madam Hsu and Mr Tong to be disclosed pursuant to the requirements of Rules 13.51(2)(h) to (v) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited or other matters that need to be brought to the attention of the shareholders of the Company.

By Order of the Board TOMSON GROUP LIMITED Lee Yuen Han Company Secretary

Hong Kong, 5th December, 2006

As at the date of this announcement, the Board of the Company comprises three executive directors, Madam Hsu Feng (Chairman and Managing Director), Mr Tong Albert (ViceChairman) and Mr Chuang Hsiao Chen, and three independent non-executive directors, Madam Tung Wai Yee, Mr Cheung Siu Ping, Oscar and Mr Lee Chan Fai.

Please also refer to the published version of this announcement in The Standard.

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