SINO RESOURCES GROUP LIMITED (carrying on business in Hong Kong as Sino Gp Limited) 神 州 資 源 集 團 有 限 公 司

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1 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. SINO RESOURCES GROUP LIMITED (carrying on business in Hong Kong as Sino Gp Limited) 神 州 資 源 集 團 有 限 公 司 * (Incorporated in the Cayman Islands with limited liability) (Stock Code: 223) DISCLOSEABLE TRANSACTION FINANCE LEASE ARRANGEMENT The Board announces that MCT(BJ), an indirect non wholly-owned subsidiary of the Company, as the lessee, entered into the Finance Lease Agreement with the Lessee on 20 June 2012, pursuant to which the Lessee agreed to acquire the Equipment at the consideration of RMB7,680, and lease back the Equipment to MCT(BJ) for a term of two (2) years. As certain of the relevant percentage ratios for the Finance Lease Arrangement are more than 5% but less than 25%, the transaction contemplated under the Finance Lease Agreement constitutes a discloseable transaction of the Company and is subject to the notification and announcement requirements under Chapter 14 of the Listing Rules. THE FINANCE LEASE AGREEMENT Date 20 June 2012 Parties Lessor: The Lessor, a limited liability company established in the PRC and principally engaged in the business of financial leasing and other financial services in the PRC. 1

2 To the best of the knowledge, information and belief of the Directors having made all reasonable enquiries, save for the fact that Mr. Chiu Sui Keung, an executive Director, and Mr. Andy Yik, a director of MCT(BJ), have in aggregate a 29% attributable interest in the Lessor, each of the Lessor and its ultimate beneficial owners is an Independent Third Party who is independent of and not connected with the Company and its connected persons (as defined in the Listing Rules). The transaction contemplated under the Finance Lease Arrangement does not constitute a connected transaction of the Company pursuant to the Listing Rules. The Group was not involved in any pervious transaction with the Lessor in the previous twelve (12) months which would otherwise require aggregation with the transaction contemplated under the Finance Lease Agreement under Rule of the Listing Rules. Lessee: MCT (BJ), an indirect 51% owned subsidiary of the Company. Subject matter The Equipment comprises certain specialised machinery and equipment for carrying out coalbed methane exploration by MCT(BJ). Finance lease arrangement Subject to the fulfillment of certain conditions as set out in the Finance Lease Agreement including (i) the Finance Lease Agreement having been duly executed by the authorised representative of each of MCT(BJ) and the Lessor; and (ii) the Company having complied with all requirements under the Listing Rules and other requirements as per request of the Stock Exchange (if any) in respect of the transaction under the Finance Lease Agreement, the Lessor will purchase the Equipment from MCT (BJ) at the consideration of RMB7,680, and the Equipment will be leased back to MCT(BJ) for a period of two (2) years from the date upon which the first installment of consideration for the purchase of the Equipment has been paid by the Lessor. The total interest payable under the Finance Lease Agreement amounts to approximately RMB1,300, million, which is calculated based on an interest rate of 3.75% per quarter. MCT(BJ) will also pay a handling fee at the rate of 2% each year based on the outstanding principal amount of lease payment under the Finance Lease Agreement. The lease payment will be made in four (4) quarterly instalments of approximately RMB1,200, million per installment for the first year under the Lease Period. The Lease payment will be made in four (4) quarterly installments of approximately RMB1,050, per installment for the second year under the Lease Period. The lease payment will be satisfied by the internal resources of the Group. Ownership During the Lease Period, the ownership of the Equipment will vest in the Lessor. Upon expiry of the Lease Period and subject to the payment of the lease payment, handling fee and other payables (if any) in full, MCT(BJ) has a right to purchase the Equipment from the Lessor at an agreed amount of RMB1.00, upon the exercise of which the title of and all rights in the Equipment shall vest in MCT(BJ). 2

3 Guarantee and equity pledge The Company as the controlling shareholder of MCT(BJ) will provide a guarantee in favour of the Lessor for the lease payment, handling fee or other payables by MCT(BJ) under the Finance Lease Agreement. As additional security for the payment obligations of MCT(BJ) under the Finance Lease Agreement, the entire registered capital of MCT(BJ) will be pledged in favour of the Lessor by its holding company, Multi Century Technology Development Limited. Mr. Gao Feng, the Vice-Chairman of the Company, will provide a personal guarantee in favour of the Lessor for all the payables by MCT(BJ) under the Financial Lease Agreement. INFORMATION OF THE LESSOR The Lessor, 匯 信 融 資 租 賃 ( 天 津 ) 有 限 公 司 (Huixin Financial Leasing (Tianjing) Co., Ltd.*), is a limited liability established in the PRC and principally engaged in the business of financial leasing and other financial services in the PRC. REASONS FOR AND BENEFITS OF THE FINANCE LEASE ARRANGEMENT The Company is an investment holding company and its subsidiaries are principally engaged as show manager of exhibitions and trade shows with related ancillary services, as well as investment in the resources and energy sector. The Group has been conducting coal trading business in Heilongjiang Province and the North-eastern region of the PRC. In February 2011, the Company completed the subscription of 51% of the issued share capital of Sino Giants which indirectly owns the entire registered capital of MCT(BJ). The Sino Giants Group is engaged in the business of technical consulting and operation services such as unconventional gas well drilling, completion and stimulation for exploration and development work, import and export of technical equipment for the unconventional gas industry. Upon completion in February 2011, the Sino Giants Group has established strategic cooperation with Heilongjiang Coal Geology Bureau in relation to technical consulting and operation services for unconventional gas. It is in the preliminary stage of its operation and requires the purchase of necessary equipment and machineries for its operation needs and further business developments. The Finance Lease Arrangement provides the Sino Giants Group with greater cash flow flexibility without the need for immediate capital expenditure, which is beneficial to the Group s overall financial management and asset allocation. The Finance Lease Arrangement serves as an appropriate alternative means of financing when compared to further fundraising in the capital market in times of poor market sentiments. The terms of the Finance Lease Agreement have been agreed after arm s length negotiations between the parties thereto with reference to various factors including but not limited to (i) the specialized nature of the leased assets which are highly-advanced and uncommon in the PRC; (ii) tightened credit policies of banks and financial institutions leading to more stringent approval criteria for new finance lease; (iii) the Sino Giants Group is still in preliminary operation stage which may be a concern by 3

4 potential lessors; (iv) the Group has involved in several litigations which may also be a concern by potential lessors; (v) the prevailing market rates for general finance lease despite no direct comparable terms are available due to the specialized nature of the leased assets; and (vi) the generally unfavourable conditions for financing under current economic environment. Taking into account the above, the Directors are of the view that the terms in respect of the Finance Lease Arrangement are fair and reasonable and are in the interest of the Company and the Shareholders as a whole. GENERAL As certain of the relevant percentage ratios for the Finance Lease Arrangement are more than 5% but less than 25%, the transaction contemplated under the Finance Lease Agreement constitutes a discloseable transaction of the Company and is subject to the notification and announcement requirements under Chapter 14 of the Listing Rules. DEFINITIONS In this announcement, unless the context requires otherwise, the following expressions have the following meanings: Board Business Day Company Director(s) Equipment Finance Lease Agreement Finance Lease Arrangement Group the board of Directors; a day (other than a Saturday or Sunday) on which banks in Hong Kong are open for business; Sino Resources Group Limited (carrying on business in Hong Kong as Sino Gp Limited), a company incorporated in the Cayman Islands and whose shares are listed on the main board of the Stock Exchange; the directors of the Company; certain equipment and machineries for carrying out coalbed methane exploration by MCT(BJ) being the subject of the Finance Lease Arrangement; the finance lease agreement entered into between MCT(BJ) and the Lessor on 20 June 2012; the finance lease arrangement in relation to the finance lease by way of sale and lease back of the Equipment under the Finance Lease Agreement; the Company and its subsidiaries; 4

5 Hong Kong the Hong Kong Special Administrative Region of the PRC; Independent Third Party(ies) third party(ies) independent of the Company and are not connected persons (as defined under the Listing Rules) of the Company; Lease Period Lessor Listing Rules MCT(BJ) PRC RMB Shares Sino Giants Sino Giants Group a period of two (2) years from the date upon which the first installment of consideration for the purchase of the Equipment has been paid by the Lessor pursuant to the Finance Lease Agreement; 匯 信 融 資 租 賃 ( 天 津 ) 有 限 公 司 (Huixin Financial Leasing (Tianjing) Co., Ltd.*), a limited liability company established in the PRC; the Rules Governing the Listing of Securities on the Stock Exchange; 創 紀 傑 仕 能 源 科 技 ( 北 京 ) 有 限 公 司, a wholly-owned foreign enterprise incorporated in Beijing, the PRC, indirectly wholly owned by Sino Giants and 51% owned by the Company; the People s Republic of China, which, for the purpose of this announcement, excludes Hong Kong, the Macau Administrative Region of the PRC and Taiwan; Renminbi, the lawful currency of the PRC; the ordinary shares of HK$0.01 each in the capital of the Company; Sino Giants Group Limited, a limited liability company incorporated in the British Virgin Islands and a 51% subsidiary of the Company; Sino Giants and its subsidiaries (including but not limited to MCT(BJ); 5

6 Stock Exchange The Stock Exchange of Hong Kong Limited; % per cent. Hong Kong, 20 June 2012 By Order of the Board Sino Resources Group Limited (carrying on business in Hong Kong as Sino Gp Limited) Geng Ying Chairman As at the date of this announcement, the executive Directors are Ms. Geng Ying, Mr. Gao Feng and Mr. Chiu Sui Keung and the independent non-executive Directors are Mr. Cheng Wing Keung Raymond, Mr. Williamson Lam and Mr. Wong Hoi Kuen. * For identification purposes only 6

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