THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult a stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional advisers. If you have sold or transferred all your shares in Silverman Holdings Limited, you should at once hand this circular, together with the enclosed form of proxy, to the purchaser(s) or transferee(s) or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser(s) or the transferee(s).

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss however arising from or in reliance upon the whole or any part of the contents of this circular.

Silverman Holdings Limited

銀 仕 來 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1616)

  1. MAJOR TRANSACTION IN RELATION TO THE DISPOSAL OF THE ENTIRE ISSUED SHARE CAPITAL OF SWIFT POWER LIMITED;
  2. PROPOSED CHANGE OF COMPANY NAME; AND
  3. NOTICE OF EXTRAORDINARY GENERAL MEETING

A notice convening the EGM to be held at Building A10, 50 Anjialou, Chaoyang District, Beijing, the People's Republic of China on Monday, 18 September 2017 at 2:30 p.m. is set out on pages EGM-1 to EGM-3 of this circular. A form of proxy for use at the EGM is enclosed herewith. Such form of proxy is also published on the website of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk).

Whether or not you are able to attend the meeting, you are requested to complete, sign and return the accompanying form of proxy in accordance with the instructions printed thereon to the Company's branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible and in any event not less than 48 hours (i.e. Saturday, 16 September 2017 at 2:30 p.m.) before the time appointed for holding of the meeting or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting at the meeting or any adjournment thereof should you so wish.

25 August 2017

CONTENTS

Page

DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 APPENDIX I - FINANCIAL INFORMATION OF THE GROUP . . . . . . . . . . . . . I-1 APPENDIX II - GENERAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-1 NOTICE OF EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . EGM-1 DEFINITIONS

In this circular, unless the context requires otherwise, the following expressions shall have the following meanings:

"Agreement" the sale and purchase agreement dated 5 July 2017 entered into between the Company and the Purchaser in relation to Disposal

"Announcements" the Change of Name Announcement and the Disposal Announcement

"Board" the board of Directors

"BVI" the British Virgin Islands

"Chairman" Mr. Liu Dong, the chairman of the Board and an executive Director

"CFO" Mr. Song Shuli, the chief financial officer of the Group

"Change of Company Name" the proposed change of the English name of the Company

from "Silverman Holdings Limited" to "Starrise Media Holdings Limited" and the dual foreign name in Chinese of the Company from "銀仕來控股有限公司" to "星宏傳媒控 股有限公司"

"Change of Name Announcement" the announcement of the Company dated 5 July 2017 in

relation to, among other things, the Change of Company Name

"Company" Silverman Holdings Limited, a company incorporated in the Cayman Islands on 24 February 2010 as an exempted company with limited liability, whose shares are listed on the main board of the Stock Exchange

"Completion" completion of the Disposal

"Completion Date" the date of Completion

"Conditions" the conditions precedent to the Disposal, details of which are set out in the paragraph headed "Conditions precedent to the Disposal" of this circular

"connected person(s)" has the meaning ascribed to it under the Listing Rules

DEFINITIONS

"Consideration" an aggregate sum of RMB145.2 million payable by the Purchaser to the Company pursuant to the Agreement as consideration for the Disposal

"Directors" the directors of the Company

"Disposal" the disposal of the entire issued share capital of the Target pursuant to the Agreement

"Disposal Announcement" the announcement of the Company dated 5 July 2017 in

relation to, among other things, the Disposal

"EGM" the extraordinary general meeting of the Company to be held at Building A10, 50 Anjialou, Chaoyang District, Beijing, the People's Republic of China on Monday, 18 September 2017 at 2:30 p.m. for considering and, if though fit, approve the relevant matters mentioned in this circular

"Group" the Company and its subsidiaries

"HK$" Hong Kong dollar, the lawful currency of Hong Kong

"HK Huiyin" Huiyin (HK) Limited (匯銀(香港)有限公司), a company incorporated in Hong Kong with limited liability, an indirect wholly-owned subsidiary of the Company as at the date hereof and a member of the Target Group

"Hong Kong" the Hong Kong Special Administrative Region of the People's Republic of China

"Huiyin Textile" Zibo Huiyin Textile Co., Ltd. (淄博匯銀紡織有限公司), a limited liability company established under the laws of the PRC, an indirect wholly-owned subsidiary of the Company as at the date hereof and a member of the Target Group

"Independent Third Party(ies)" person(s) or company(ies) which is or are independent of and

not connected with the Company and its connected persons (as defined under the Listing Rules)

"Intercompany Liability(ies)" intercompany liability(ies) between the Target Group and the

Post-close Group

"Latest Practicable Date" 5 July 2017, being the latest practicable date before the

printing of this circular for the purpose of ascertaining certain information contained herein

Silverman Holdings Ltd. published this content on 25 August 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 25 August 2017 09:32:04 UTC.

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