DISCLOSEABLE TRANSACTION: INVESTMENT IN FUND

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(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2277) DISCLOSEABLE TRANSACTION: INVESTMENT IN FUND THE SUBSCRIPTION

The Board is pleased to announce that on 14 August 2017 (after trading hours), the Subscriber, an indirect wholly-owned subsidiary of the Company, entered into the Subscription Agreement with the Fund, pursuant to which the Subscriber committed to invest US$64 million (equivalent to approximately HK$499.2 million) in the Fund.

IMPLICATIONS UNDER THE LISTING RULES

As one or more of the applicable percentage ratios as defined under the Listing Rules in relation to the transaction contemplated under the Subscription Agreement are less than 25% but more than 5%, the transaction contemplated under the Subscription Agreement constitutes a discloseable transaction for the Company and is subject to the notification and announcement requirements under Chapter 14 of the Listing Rules.

THE SUBSCRIPTION

The Board is pleased to announce that, on 14 August 2017 (after trading hours), the Subscriber, a wholly-owned subsidiary of the Company, entered into the Subscription Agreement with the Fund, pursuant to which the Subscriber committed to invest US$64 million (equivalent to approximately HK$499.2 million) in the Fund.

PRINCIPAL TERMS OF THE SUBSCRIPTION AGREEMENT Date : 14 August 2017 (after trading hours) Subscriber : Sveta Limited, an indirect wholly-owned subsidiary of the Company Committed Capital : The Subscriber committed to invest US$64 million

(equivalent to approximately HK$499.2 million) in the Fund. On or about the date of announcement, US$100 shall be drawn down by the Fund from the Committed Capital of the Subscriber, one Participating Share shall be issued on a fully paid basis at the subscription price of US$100 per Share to the Subscriber.

The Subscriber's Committed Capital was determined after arm's length negotiations between the Fund and the Subscriber with reference to, among other things, the prospects of the Fund and the financial resources available to the Group.

INFORMATION ON THE FUND

Further details of the Fund and the Subscription are as follows:

Investment objective : The principal focus of the Fund is to invest in

bonds associated with real estate and issued by companies listed on the Stock Exchange or any stock exchange in the PRC.

Fund Term : Two years, subject to three extensions of one year each to be determined at the discretion of the Investment Manager with the prior written consent of majority Participating Shareholder(s). Management : Chelsea Securities Limited, a company

incorporated in Hong Kong with limited liability and a licenced corporation to carry out Type 1 (dealing in securities), Type 4 (advising on securities), Type 6 (advising on corporate finance) and Type 9 (asset management) regulated activities under the SFO, serves as the Investment Manager of the Fund to provide management services including identification, purchase, sale, exchange and disposal of investments and in such capacity would have discretionary investment management authority for the Fund in line with the investment objective.

Redemptions : Participating Share(s) may be redeemed at the

option of the Participating Shareholder(s) prior to the expiry of the Fund Term with 5 Business Days' prior written notice to the Fund.

Restrictions on transfer

: Participating Share(s) may only be transferred in accordance with the Fund's memorandum and articles of association, subject to the prior written consent of the directors of the Fund (not to be unreasonably withheld).

Distribution : Subject to the decisions of the directors of the Fund

and all applicable laws, income or gains may be distributed by way of distribution or dividend, in cash or in-kind, within 5 Business Days upon the Fund's receipt of distributions (net of amounts that the Fund and/or the Investment Manager determines, are necessary or appropriate to: (i) establish, maintain or increase reserves for payment of the Fund's expenses, fees and liabilities; and (ii) satisfy the expenses of the Fund and any accrued but unpaid Management Fee) or on such basis as may be determined in the sole and absolute discretion of the directors of the Fund upon the recommendation of the Investment Manager.

The Fund may, with the prior written consent of majority Participating Shareholder(s) who have invested in an investment giving rise to the distribution proceeds, reinvest all or part of such distribution received that are attributable to the capital contributions in such investment (for the avoidance of doubt, any distribution in excess of the portion attributable to the capital contributions shall be distributed subject to all applicable laws).

Fees and expenses : The Investment Manager shall receive a

Management Fee equals to 0.2% per annum of the sum of all capital contributions made by such Participating Shareholder as of such time that are invested by the Fund in investments, reduced by any capital contributions with respect to any such investments returned to such Participating Shareholder pursuant to the Term Sheet.

The maximum expenses (including the Management Fee and other relevant fees and expenses) would not exceed US$500,000 per year.

Tax incurred from operation of the Fund will be borne by the Fund, whereas tax incurred from distribution to the Participating Shareholder(s) will be borne by such Participating Shareholder(s).

REASONS AND BENEFITS FOR ENTERING INTO THE SUBSCRIPTION AGREEMENT

Taking into account that the Fund will invest in bonds associated with the real estate industry, the Directors believe that the Subscription helps broaden and diversify the investment portfolio of the Group to a wider range of industries and provides the Group with stable and attractive income.

The Board (including the independent non-executive Directors) is of the view that the terms of the Subscription Agreement and the Term Sheet and the transactions contemplated thereunder are fair and reasonable and in the interests of the Company and its shareholders as a whole.