Xinyi Glass : 【Announcement】Completion of Spin-Off and Listing of Xinyi Automobile Glass En...

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

This announcement is for information purpose only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities of the Company. This announcement does not constitute and is not an offer to sell or the solicitation of an offer to buy any securities referred to in this announcement in the United States of America or elsewhere.

The Company has not registered and does not intend to register any of these securities under the US Securities Act of 1933, as amended (the "US Securities Act") and such securities may not be offered or sold in the United States of America absent registration under the US Securities Act or an exemption from registration.

This announcement is not for release, publication or distribution, in whole or in part, into or from the United States of America or any other jurisdiction where to do so would constitute a violation of the relevant laws and regulations of such jurisdiction.

XINYI GLASS HOLDINGS LIMITED

信 義 玻 璃 控 股 有 限 公 司

(Incorporated under the laws of the Cayman Islands with limited liability)

(Stock code: 00868) COMPLETION OF SPIN-OFF AND LISTING OF XINYI AUTOMOBILE GLASS ENTERPRISES ON THE GROWTH ENTERPRISE MARKET OF THE STOCK EXCHANGE OF HONG KONG LIMITED

This announcement is issued by the board (the "Board") of directors (the "Directors") of Xinyi Glass Holdings Limited (the "Company"). The Board refers to the announcements (the "Announcements") of the Company dated 16 December 2015, 17 May 2016, 15 June 2016, 16 June 2016, 25 June 2016, 28 June 2016, 29 June

2016, 30 June 2016 and 8 July 2016. Unless the context requires otherwise, the capitalised terms used herein shall have the same meaning as defined in the Announcements.

The Board wishes to announce that the Spin-Off and the Listing, as well as the Xinyi Glass Distribution, have been completed. Dealings in the Xinyi Enterprises Shares on GEM have been commenced from 11 July 2016. Xinyi Automobile Glass Enterprises has become a GEM listed company. Xinyi Automobile Glass Enterprises and its

subsidiaries have ceased to be wholly-owned subsidiaries of the Company effective from the date of this announcement. The assets and liabilities as well as the performance of Xinyi Automobile Glass Enterprises and its subsidiaries will not be consolidated into the consolidated operating results of the Group.

As all the applicable percentage ratios (under Chapter 14 of the Listing Rules) are less than 5.0%, the Spin-Off and the Listing do not constitute a notifiable transaction (as defined in the Listing Rules) for the Company.

Hong Kong, 11 July 2016

By order of the board of directors of

Xinyi Glass Holdings Limited Datuk LEE Yin Yee, B.B.S.

Chairman

As of the date of this announcement, the Board comprises four executive Directors, namely Datuk LEE Yin Yee, B.B.S., Mr. TUNG Ching Bor, Mr. TUNG Ching Sai, and Mr. LEE Shing Kan, four non-executive Directors, namely Mr. NG Ngan Ho, Mr. LI Ching Wai, Mr. SZE Nang Sze, and Mr. LI Ching Leung, five independent non-executive Directors, namely Mr. LAM Kwong Siu, S.B.S., Mr. WONG Chat Chor Samuel, Mr. WONG Ying Wai, G.B.S., JP., Mr. TRAN Chuen Wah, John, and Mr. TAM Wai Hung, David.

This announcement will be published on the website of the Stock Exchange at www.hkexnews.hk and on the website of the Company at www.xinyiglass.com.