The board of directors (the "Board") of Esprit Holdings Limited announced that effective as of 2 December 2019, Million Success Resources Limited ("Million Success"), an indirect wholly-owned subsidiary of the Company, entered into a joint venture agreement (the "JV Agreement") with Mulsanne Group Holding Limited ("MGH", together with Million Success, the "JV Parties"). Pursuant to the terms of the JV Agreement, MGH and Million Success have agreed to, subject to any necessary approvals from the relevant anti-trust authorities, establish a joint venture company (the "JV Company") in the People's Republic of China (the "PRC", for the purpose of this announcement, excluding the Hong Kong Special Administrative Region, the Macao Special Administrative Region and Taiwan) for the purpose of engaging in operating apparel, apparel accessory and such other business as the JV Parties may agree for the Esprit brand. The registered capital of the JV Company shall be RMB 100 million. MGH will contribute RMB 60 million to the registered capital of the JV Company, and will hold 60% of the equity interest in the JV Company. Million Success will contribute RMB 40 million to the registered capital of the JV Company, and will hold 40% of the equity interest in the JV Company. The board of directors of the JV Company (the "JV Board") shall be composed of three directors, of whom one shall be nominated by Million Success and two shall be nominated by MGH. The JV Board shall establish a management organization chaired by the managing director of the JV Company (the "Managing Director") and comprised of other senior managers. The Managing Director and other senior managers in the management organisation shall be nominated by MGH. They shall be responsible for, among other things, carrying out the JV Board's decisions and shall be in charge of the day-to-day operations and management of the JV Company. The business scope of the JV Company will include, without limitation, retail, wholesale, import and export, and commission agency (except for auction) of general household merchandise, clothes and accessories, shoes, hats, leather products, sports products, cosmetics, and provision of associated services. To facilitate the business development of the JV Company, Million Success shall, subject to the terms of the JV Agreement, cause Esprit International to enter into a trademark licence and transfer agreement ("Trademark Agreement") to transfer certain trademarks (the "Trademarks") to the JV Company. Upon the signing of the Trademark Agreement and until the completion of the transfer of Trademarks, the JV Company shall have a royalty-free licence to use the Trademarks pursuant to the terms of the Trademark Agreement. Upon completion of the transfer of the Trademarks to the JV Company and until 30 June 2020, the JV Company shall grant a licence for the use of the Trademarks to Million Success and its PRC affiliates for the purpose of engaging in the existing business. After 30 June 2020, Million Success or its affiliates or Esprit International may continue to source products bearing any of the Trademarks from the PRC for sale outside the PRC and the JV Company shall grant licence to Million Success or its affiliates or Esprit International for the use of the Trademarks so that they can continue its existing licence business with third-party licensees for non-core products in the PRC until the expiry of the pre-existing licensing arrangements with those third parties. The use of Trademarks on products are meant for (i) the Group's exports, and (ii) the trading of products bearing the Trademarks, and such use will not be deemed as an infringement of the trademark rights of the JV Company.