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Vision Values Holdings Ltd. Board/Management Information 2004

Jul 29, 2004

49521_rns_2004-07-29_7fea349c-b88b-41a6-82b2-0f004ac9486e.pdf

Board/Management Information

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The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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NEW WORLD MOBILE HOLDINGS LIMITED 新世界移動控股有限公司

(Incorporated in the Cayman Islands with limited liability) (Formerly known as “ASIA LOGISTICS TECHNOLOGIES LIMITED 亞洲物流科技有限公司 *”)

(Stock Code: 862)

(1) TRADING ARRANGEMENT IN RESPECT OF CHANGE OF ENGLISH AND CHINESE STOCK SHORT NAMES;

(2) APPOINTMENT OF A NEW INDEPENDENT NON-EXECUTIVE DIRECTOR; (3) ADJUSTMENT TO THE CONVERSION PRICE OF THE ALT CONVERTIBLE NOTE; AND (4) ADJUSTMENTS TO THE EXERCISE PRICE OF AND THE NUMBER OF SHARES TO BE ISSUED UNDER THE ALT SHARE OPTIONS

The Directors announce that the English and Chinese stock short names of the ordinary shares (stock code: 862) of the Company will be changed to “NW MOBILE” and “新移動 ” with effect from Wednesday, 18 August 2004.

The Directors also wish to announce that Mr. Cheng Ming Fun, Paul, JP , has been appointed as an independent non-executive Director with effect from 28 July 2004.

The conversion price of the ALT Convertible Note has been adjusted from HK$0.10 per Existing ALT Share to HK$1.22 per Consolidated Share, based on the written confirmation of the auditors of the Company dated 28 July 2004.

The exercise price of the outstanding ALT Share Options has been adjusted from HK$0.15 per Existing ALT Share to HK$2.44 per Consolidated Share, and the number of shares of the Company falling to be issued upon full exercise of the outstanding ALT Share Options has been adjusted from 44,800,000 Existing ALT Shares to 448,000 Consolidated Shares, based on the written confirmation of the auditors of the Company dated 28 July 2004.

Reference is made to the announcement issued by New World Mobile Holdings Limited (formerly known as “Asia Logistics Technologies Limited”) (the “Company”) dated 6 July 2004. Reference is also made to the circular (the “Circular”) issued by the Company dated 2 June 2004 and the announcement (the “Despatch Announcement”) jointly issued by New World Development Company Limited and the Company dated 2 June 2004. Terms used herein shall have the same meanings as those defined in the Circular unless the context requires otherwise.

TRADING ARRANGEMENT IN RESPECT OF CHANGE OF ENGLISH AND CHINESE STOCK SHORT NAMES

The board (the “Board”) of directors (the “Directors”) of the Company is pleased to announce that the requisite filings in respect of the Company’s change of English name to “New World Mobile Holdings Limited” and the adoption of a new Chinese name of 「新世界移動控股有限公司」(together, the “Change of Name”) with the Registrar of Companies in the Cayman Islands have been carried out on 6 July 2004. The “Certificate of Incorporation on Change of Name” has been issued by the Registrar of Companies in the Cayman Islands evidencing the Change of Name with effect from 6 July 2004.

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On 19 July 2004, the Company received the “Certificate of Registration of Change of Name of Oversea Company” issued by the Registrar of Companies, Hong Kong confirming that the Company has been registered under the name of “New World Mobile Holdings Limited” and 「新世界移動控股 有限公司」in Hong Kong under Part XI of the Companies Ordinance (Chapter 32 of the Laws of Hong Kong).

Investors and market participants are requested to note that the English and Chinese stock short names of the ordinary shares (stock code: 862) of the Company will be changed to “NW MOBILE” and “新移動 ” with effect from 9:30 a.m. on Wednesday, 18 August 2004.

APPOINTMENT OF A NEW INDEPENDENT NON-EXECUTIVE DIRECTOR

The Board also announces that Mr. Cheng Ming Fun, Paul, JP , has been appointed as an independent non-executive Director with effect from 28 July 2004. The Board would like to welcome Mr. Cheng to join the Board.

The biographical details of Mr. Cheng have already been set out in the Despatch Announcement and the Circular. Mr. Cheng has not entered into any service contract with the Company, and he is subject to retirement by rotation and re-election pursuant to the articles of association of the Company. Mr. Cheng will be entitled to a director’s fee as determined by the Board from time to time.

As at the date of this announcement, Mr. Cheng did not have any interests in the shares of the Company within the meaning of Part XV of the SFO. Mr. Cheng does not have any relationship with the Board, the senior management or any substantial shareholder of the Company. The Board confirms that there is no other matter that need to be brought to the attention of the shareholders of the Company in respect of Mr. Cheng.

ADJUSTMENT TO THE CONVERSION PRICE OF THE ALT CONVERTIBLE NOTE

Pursuant to the terms of the ALT Convertible Note, adjustment is required to be made to the conversion price (the “Conversion Price”) of the ALT Convertible Note as a result of the issue of the Subscription Note and the Subscription Shares, the ALT Distribution and the ALT Share Consolidation.

Based on the written confirmation of the auditors of the Company dated 28 July 2004, the Conversion Price has been adjusted from HK$0.10 per Existing ALT Share to HK$1.22 per consolidated share (the “Consolidated Share”) of the Company of HK$1.00 each. Separate notification regarding the adjustment would be sent to the sole holder of the ALT Convertible Note, i.e. NWCBN, a whollyowned subsidiary of NWD.

No part of the ALT Convertible Note has been converted since 5 December 2003 up to and including the date of this announcement.

ADJUSTMENTS TO THE EXERCISE PRICE OF AND THE NUMBER OF SHARES TO BE ISSUED UNDER THE ALT SHARE OPTIONS

Pursuant to the provisions of the share option scheme adopted by the Company on 11 September 1998, adjustments are required to be made to the exercise price and the number of shares of the Company falling to be issued upon full exercise of the outstanding ALT Share Options as a result of the issue of the Subscription Note and the Subscription Shares as well as the ALT Share Consolidation.

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Based on the written confirmation of the auditors of the Company dated 28 July 2004, the exercise price of the outstanding ALT Share Options has been adjusted from HK$0.15 per Existing ALT Share to HK$2.44 per Consolidated Share, and the number of shares of the Company falling to be issued upon full exercise of the outstanding ALT Share Options has been adjusted from 44,800,000 Existing ALT Shares to 448,000 Consolidated Shares. Separate notification regarding the adjustments would be sent to the holders of the ALT Share Options.

By Order of the Board Dr. Wai Fung Man, Norman Executive Director and Chief Executive Officer

Hong Kong, 28 July 2004

* For identification purpose only

As at the date of this announcement, the Board comprises:

Executive Directors:

Dr. Cheng Kar Shun, Henry (Chairman) , Doo Wai Hoi, William (Vice Chairman) , Dr. Wai Fung Man, Norman (Chief Executive Officer) , To Hin Tsun, Gerald and Chow Yu Chun, Alexander

Non-executive Directors:

Lo Lin Shing, Simon and Ho Hau Chong, Norman

Independent Non-executive Directors:

Wei Chi Kuan, Kenny, Kwong Che Keung, Gordon and Cheng Ming Fun, Paul, JP

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

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