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1 The following is the text of a letter and a valuation certificate prepared for the purpose of incorporation in this document received from Colliers International () Limited, an independent valuer, in connection with its valuation as at 31 May 2013 of the property interests of the Group. Co 3rd Sch 34 Co 3rd Sch 46 Colliers International () Limited Valuation & Advisory Services Company Licence No: C MAIN FAX I.F.5.06(7) Suite 5701 Central Plaza 18 Harbour Road Wanchai The Board of Directors Grand Ming Group Holdings Limited 19/F, Eastern Commercial Centre, Hennessy Road, 30 July 2013 DEAR SIR/MADAM, INSTRUCTIONS, PURPOSE AND DATE OF VALUATION We refer to your instructions for us to assess the market value the property interests of the properties (more particularly set out in the section entitled Summary of Values in the following pages and hereinafter referred to as Property or Properties as the case may be) in which Grand Ming Group Holdings Limited (the Company ) and/or its subsidiaries and its associated companies (together referred to as the Group ) have interests in. We confirm that we have carried out inspections, made relevant enquiries and searches and obtained such further information as we consider necessary for the purpose of providing you with our opinion of the market value of the leasehold interests of the Properties as at 31 May 2013 (the date of valuation ). I.F.5.06(8) & 5.07 BASIS OF VALUATION Our valuations have been undertaken on the basis of Market Value, which is defined in the HKIS Valuation Standards 2012 Edition as the estimated amount for which an asset or liability should exchange on the valuation date between a willing buyer and a willing seller in an arm s-length transaction after proper marketing and where the parties had each acted knowledgeably, prudently and without compulsion. PROPERTY CATEGORISATION The Properties held by the Group are categorised as follows: Group I Property held by the Group for investment Group II Property held by the Group for future development I.F (5) III-1

2 VALUATION METHODOLOGY In valuing the property interest in Group I (Property 1), we have used the Income Approach Discounted Cash Flow Analysis. This approach is defined in the International Valuation Standards as a financial modelling technique based on explicit assumptions regarding the prospective cash flows from income generating properties. This analysis involves the projection of a series of periodic cash flows for an income generating property. To this projected cash flow series, an appropriate discount rate is applied to establish an indication of the present value of the rental income stream associated with the property. In the case of income generating property, periodic cash flow is typically estimated as gross income less vacancy, operating expenses and other outgoings. The series of periodic net operating income, along with an estimate of the reversionary or terminal value anticipated at the end of the projection period, is then discounted at the discount rate, being a cost of capital or a rate of return used to convert a monetary sum, payable or receivable in the future, into present value. We have undertaken a Discounted Cash Flow Analysis on an annual basis over a ten-year investment horizon. This analysis allows an investor or owner to make an assessment of the long-term return that is likely to be derived from a property taking into account capital growth. This Analysis has then been cross-checked by the Income Approach Income Capitalisation. This Approach is a method of valuation whereby the existing rental incomes of all lettable units of the Property are capitalised at an appropriate rate to derive the market value of the Property. In valuing the property interest in Group II (Property 2), we have used the Direct Comparison Approach by reference to comparable sales evidence as available in the relevant market. By analysing comparable sales which qualify as arms-length transactions between willing buyers and sellers, adjustments for relevant factors have been made when comparing such sales with the property. VALUATION STANDARDS The valuations have been carried out in accordance with The HKIS Valuation Standards 2012 Edition published by The Institute of Surveyors, the RICS Valuation Professional Standards incorporating the International Valuation Standards (March 2012) published by the Royal Institution of Chartered Surveyors, and the [ ] of[ ]. I.F.5.05 LAND TENURE AND TITLE INVESTIGATION In valuing the properties in the Government Leases of which expired before 30 June 1997, we have taken into account the provisions contained in Annex III of the Joint Declaration of the Government of the United Kingdom and the Government of People s Republic of China on Question of as well as in the New Territories Leases (Extension) Ordinance under which such leases have been extended without premium until 30 June 2047 and that rents of 3% of the rateable value are charged per annum from the dates of extension. III-2

3 We have not been provided with extracts from title documents relating to the Properties but have conducted searches at the Land Registry. We have not, however, been provided with the original documents to verify the ownership, nor to ascertain the existence of any amendments which may not appear on our searches. We do not accept any liability for any interpretation which we have placed on such information which is more properly the sphere of your legal advisers. SOURCES OF INFORMATION We have relied to a considerable extent on the information provided by the Company on such matters as tenancy schedules, statutory notices, easements, tenure, floor areas, building plans and all other relevant matters. Dimensions, measurements and areas included in the valuation are based on information contained in the documents provided to us and are, therefore, only approximations. We have also been advised by the Company that no material factors or information have been omitted or withheld from the information supplied and consider that we have been provided with sufficient information to reach an informed view. We believe that the assumptions used in preparing our valuations are reasonable. SITE MEASUREMENT We have not carried out detailed on-site measurements to verify the correctness of the floor areas in respect of the Properties but have assumed that the areas shown on the documents and plans provided to us are correct. SITE INSPECTION Site inspections of the Properties were conducted during the period from 9 May 2012 and 23 March 2013 by Stella Ho, who is a Chartered Surveyor. The Properties were maintained in a reasonable conditions commensurate with their ages and uses and equipped with building services. We have inspected the Properties. However, we have not carried out investigations to determine the suitability of ground conditions and services, etc. Our valuation has been prepared on the assumption that these aspects are satisfactory. Moreover, no structural surveys have been undertaken, but in the course of our inspection, we did not note any serious defects. We are not, however, able to report whether the Properties are free of rot, infestation or any other structural defects. No tests were carried out on any of the utility services. VALUATION ASSUMPTIONS Our valuation have been made on the assumption that the Group sells the Properties on the open market without the benefit of deferred terms contracts, leasebacks, joint ventures, or any similar arrangements which would affect their values although they are subject to the existing tenancy agreements. No allowances have been made in our valuation for any charges, mortgages or amounts owing on the Properties nor for any expenses or taxes which may be incurred in effecting a sale. Unless otherwise stated, it is assumed that the Properties is free from encumbrances, restrictions and outgoings of an onerous nature which could affect their values. III-3

4 This report and our valuations are for the use of the Company and the report is for the use only of the parties to whom it is addressed and for no other purpose. No responsibility is accepted to any third party who may use or rely on the whole or any part of the content of these valuation. We have made the following assumptions: All information on the Properties provided by the Group is correct. Proper ownership titles and relevant planning approvals of the Properties have been obtained, all payable land premiums, land use rights fees and other relevant fees have been fully settled and the Properties can be freely transferred, sub-let, mortgaged or otherwise disposed of. We have been provided with the tenancy schedules, and abstract of the Tenancy Agreement of Property 1 by the Company. We have not examined the lease documents for each specific tenancy and our assessment is based on the assumption that all leases are executed and are in accordance with the provisions stated in the tenancy schedules provided to us. Moreover, we assume that the tenancies are valid, binding and enforceable. Unless otherwise stated, we have not carried out any valuation on a redevelopment basis, nor the study of possible alternative options. No acquisition costs or disposal costs have been taken into account in the valuations. CURRENCY Unless otherwise stated, all monetary figures stated in this report are in Dollars (HK$). Our Summary of Value and Valuation Certificate are attached hereto. Yours faithfully, For and on behalf of Colliers International () Limited David Faulkner BSc (Hons) FRICS FHKIS RPS(GP) MAE Executive Director Valuation & Advisory Services Asia Stella Ho MSc BSSc (Hons) MRICS MHKIS RPS(GP) Director Valuation & Advisory Services I.F.5.06(7) Note: David Faulkner is a Chartered Surveyor and has over 30 years experience in the valuation of properties of this magnitude and nature, and over 25 years experience in /China. I.F.5.06(7) & I.F.5.08 Stella Ho is a Chartered Surveyor and has over 12 years experience in the valuation of properties of this magnitude and nature in /China. III-4

5 SUMMARY OF VALUE GroupI Property held by the Group for investment No. Property Market Value in existing state as at 31 May 2013 HK$ Interests attributable to the Group Market Value to the Groupasat 31 May 2013 HK$ 1 itech Tower, No. 28 Pak Tin Par Street, Tsuen Wan, New Territories, 1,812,000, % 1,812,000,000 Group I Sub-Total: 1,812,000, % 1,812,000,000 Group II Property held by the Group for future development Ta Chuen Ping Street (Lot No. 326 in D.D. 444), Kwai Chung, New Territories, 162,000, % 162,000,000 Group II Sub-Total: 162,000, % 162,000,000 Total: 1,974,000, % 1,974,000,000 III-5

6 VALUATION CERTIFICATE GroupI Property held by the Group for investment I.F.5.06(5) Market Value in Property Description and tenure Particulars of occupancy existing state as at 31 May 2013 I.F.5.06(8) 1 itech Tower No. 28 Pak Tin Par Street, Tsuen Wan, New Territories, (the Property ) D.D. 355 Lot 321; Section A of Tsun Wan Inland Lot No. 46. The Property is a data centre in Tsuen Wan comprising a 10-storey main building and an 8-storey ancillary plant building. The main building was completed in October Extensive alteration and addition work was carried out in the main building and was completed in The occupation permit of the plant building was issued in January The Property has a total gross floor area of approximately 17, sq.m. (189,975 sq.ft.). The site area of the Property is approximately 21,658 sq.ft.. D.D. 355 Lot No. 321 is held under New Grant No. TW3670 for a term of 75 years from 1 July 1898 renewable for a further term of 24 years less the last 3 days thereof, and statutorily extended to 30 June According to the information provided by the Company, the Property is subject to various tenancies for terms range from 5 to 20 years, with the latest expiry date on 31 October As at the date of valuation, the total monthly rental of the Property is approximately HK$9,237,352, inclusive of management fee, government rates and rent. HK$1,812,000,000 (100% attributable to the Group: HK$1,812,000,000) & I.F.5.06(2) Tsun Wan Inland Lot No. 46 is held under Condition of Sale No. UB5208 for a term of 75 years from 1 July 1898 (renewable for a further term of 24 years less the last 3 days thereof), and statutorily extended to 30 June The current Government Rent payable for the Property is HK$1,440,000 per annum. Notes: 1. The registered owner of the Property is Wellford Properties Limited, a wholly-owned subsidiary of the Company. 2. The Property is subject to a mortgage in favour of Hang Seng Bank Limited dated 22 March 2010, registered vide Memorial No The Property is subject to a second mortgage in favour of Hang Seng Bank Limited dated 27 February 2013, registered vide Memorial No The Property is subject to a third mortgage in favour of Hang Seng Bank Limited dated 3 April 2013, registered vide Memorial No III-6

7 5. Lot No. 321 in D.D.355 is subject to a Modification in favour of D.D.C., N.T. dated 22 June 1972, registered vide Memorial No. TW Lot No. 321 in D.D.355 are subject to three Temporary Waiver Letter with Plan dated 14 August 2008, 26 August 2009 and 21 September 2011, registered vide Memorial No , and The Property is zoned for industrial uses under the Tsuen Wan Outline Zoning Plan S/TW/30. III-7

8 Group II Property held by the Group for future development I.F.5.06(5) Property Description and tenure Particulars of occupancy Market Value in existing state as at 31 May 2013 I.F.5.06(8) Ta Chuen Ping Street (Lot No. 326 in D.D. 444), Kwai Chung, New Territories, (the Property ) D.D. 444 Lot 326 The Property comprises a parcel of land with a site area of approximately 10,340 sq.ft.. D.D. 444 Lot 326 is held under New Grant No for the residue of a term of 99 years less the last three days thereof commencing from 1 July 1898, and had been statutorily extended to 30 June The Property is currently vacant. HK$162,000,000 (100% attributable to the Group: HK$162,000,000) The current Government Rent payable for the Property is HK$86,760 per annum. Notes: 1. The registered owner of the Property is Winning Tech Limited, a wholly-owned subsidiary of the Company. 2. The Property is subject to a Modification Letter dated 6 January 1970, registered vide Memorial No. TW The Property is subject to a Modification Letter dated 9 July 1984, registered vide Memorial No. TW The Property is subject to a Letter of Compliance dated 17 February 1994, registered vide Memorial No. TW The Property is subject to a Temporary Waiver Letter with Plan dated 16 March 2011, registered vide Memorial No (Remarks: from District Lands Officer, Tsuen Wan and Kwai Tsing). 6. The Property is subject to a mortgage in favour of Hang Seng Bank Limited dated 3 April 2013, registered vide Memorial No The Property is zoned as Other Specified Uses (Business) under the Kwai Chung Outline Zoning Plan No. S/KC/26. III-8

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