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Vision Values Holdings Ltd. Capital/Financing Update 2001

Dec 3, 2001

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The Stock Exchange 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.

Asia Logistics Technologies Limited

亞洲物流科技有限公司

(Incorporated in the Cayman Islands with limited liability)

CONNECTED TRANSACTION

The Board announces that the Company has entered into the Loan Agreement with Han on 30 November 2001 pursuant to which the Company has agreed to grant to Han a loan facility of up to RMB10,000,000.00. The entering into of the Loan Agreement constitutes a connected transaction for the Company pursuant to Rule 14.25(1) of the Listing Rules.

LOAN AGREEMENT

Date

30 November 2001

Parties

Lender : the Company

Borrower : Han

Amount

RMB10,000,000.00

Principal Terms of the Loan Agreement

The principal terms of the Loan Agreement are summarised below:

  1. Interest shall be payable at the rate of 1% over the prime lending rate per annum quoted by The Hongkong and Shanghai Banking Corporation Limited from time to time;

  2. The loan shall be repaid on or before 31 May 2002; and

  3. The loan will be secured by way of first fixed charge on each and all of those assets including without limitation investments, shares, equipment, plant and machines, stock-in-trade, furniture and fittings, accounts receivable in the name of or beneficially owned by Han.

Completion

Completion of the Loan Agreement has taken place on 30 November 2001

INFORMATION ON THE COMPANY

The principal activities of the Company are the provision of supply chain and logistics technology related services, including supply chain and logistics application service consultancy and the offering of supply chain and logistics-related software solutions.

INFORMATION ON HAN

Han is principally engaged in the business of consultancy services and sale of software management solutions in the PRC.

PURPOSE OF THE LOAN AGREEMENT

As Han requires additional funds for further expansion of its business in the PRC, the loan is primarily granted for financing its general working capital purpose. The loan will be funded from the internal resources of the Company.

GENERAL

Han is a 51% indirectly owned subsidiary of the Company. The other shareholders of Han are Starling and UF holding 39.2% and 9.8% respectively. Starling is beneficially wholly owned by Dr. Zhang who is also a director of Han, the entering into of the Loan Agreement constitutes a connected transaction for the Company pursuant to Rule 14.25(1) of the Listing Rules.

The Board (including the independent non-executive directors) considers that the Loan Agreement is entered into on normal commercial terms and that the terms are fair and reasonable for the interests of the Company.

DEFINITIONS

"Board" The board of directors of the Company

"Company" Asia Logistics Technologies Limited

"Dr. Zhang" Dr. Zhang Hou Qi, a director of Han

"Han" Han International Consulting Company Limited, a company incorporated in the British Virgin Islands and owned as to 51% by the Company, as to 39.2% by Starling and as to 9.8% by UF

"Listing Rules" The Rules Governing the Listing of Securities on the Stock Exchange

"Loan A loan agreement dated 30 November

Agreement" 2001 entered into between the Company and Han

"PRC" The People's Republic of China

"RMB" Renminbi, the lawful currency of the PRC

"Starling" Starling Technology Limited, a company incorporated in the British Virgin Islands, which is beneficially wholly owned by Dr. Zhang

"Stock The Stock Exchange of Hong Kong

Exchange" Limited

"UF" UF International Holdings Limited, a company incorporated in the British Virgin Islands, the beneficial shareholders of which are independent and not connected with the directors, chief executive or substantial shareholders of the Company or any of its subsidiaries or any of their associates

By Order of the Board

Asia Logistics Technologies Limited

Lo Lin Shing, Simon

Chairman

Hong Kong, 30 November 2001

* For identification only

"Please also refer to the published version of this announcement in the Hong Kong i-mail"