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Tsun Yip Holdings Limited 進業控股有限公司 (Incorporated in the Cayman Islands with Limited Liability) WARNING

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Tsun Yip Holdings Limited 進業控股有限公司 (Incorporated in the Cayman Islands with Limited Liability) WARNING Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and the Securities and Futures Commission of Hong Kong take no responsibility for the contents of this Web Proof Information Pack, 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 Web Proof Information Pack. WEB PROOF INFORMATION PACK of Tsun Yip Holdings Limited 進業控股有限公司 (Incorporated in the Cayman Islands with limited liability) WARNING This Web Proof Information Pack is being published as required by The Stock Exchange of Hong Kong Limited (the “HKEx”)/the Securities and Futures Commission of Hong Kong solely for the purpose of providing information to the public in Hong Kong. This Web Proof Information Pack is in draft form. The information contained in it is incomplete and is subject to change which can be material. This Web Proof Information Pack may not be updated until a document registered with the Registrar of Companies in Hong Kong is issued by Tsun Yip Holdings Limited (the “Company”), which will be posted on this website. By viewing this Web Proof Information Pack, you acknowledge, accept and agree with the Company, any of its sponsor, advisers or members of the underwriting syndicate that: (a) this Web Proof Information Pack is only for the purpose of facilitating equal dissemination of information to investors in Hong Kong and not for any other purposes. No investment decision should be based on the information contained in this Web Proof Information Pack; (b) the posting of the Web Proof Information Pack or supplemental, revised or replacement pages on the HKEx Website does not give rise to any obligation of the Company, any of its sponsor, advisers and/or members of the underwriting syndicate to proceed with an offering in Hong Kong or any other jurisdiction. There is no assurance that the Company will proceed with the offering; (c) the contents of the Web Proof Information Pack or supplemental, revised or replacement pages may or may not be replicated in full or in part in the actual document; (d) this Web Proof Information Pack is in draft form and may be changed, updated or revised by the Company from time to time but each of the Company and its affiliates, advisers, sponsors or members of the underwriting syndicate is under no obligation, legal or otherwise, to update any information contained in this Web Proof Information Pack; (e) this Web Proof Information Pack does not constitute a prospectus, notice, circular, brochure or advertisement offering to sell any securities to the public in any jurisdiction, nor is it an invitation to the public to make offers to subscribe for or purchase any securities, nor is it calculated to invite offers by the public to subscribe for or purchase any securities; (f) this Web Proof Information Pack must not be regarded as an inducement to subscribe for or purchase any securities, and no such inducement is intended; (g) neither the Company nor any of its affiliates, sponsor, advisers or members of the underwriting syndicate is offering, or is soliciting offers to buy, any securities in any jurisdiction through the publication of this Web Proof Information Pack; (h) neither this Web Proof Information Pack nor anything contained herein shall form the basis of or be relied on in connection with any contract or commitment whatsoever; (i) neither the Company nor any of its affiliates, sponsor, advisers or members of the underwriting syndicate makes any express or implied representation or warranty as to the accuracy or completeness of the information contained in this Web Proof Information Pack; (j) each of the Company and its affiliates, sponsor, advisers or members of the underwriting syndicate expressly disclaims any and all liability on the basis of any information contained in, or omitted from, or any inaccuracies or errors in, this Web Proof Information Pack; and (k) as there are many legal restrictions on the distribution of this Web Proof Information Pack or dissemination of any information contained in this Web Proof Information Pack, you agree to inform yourself about and observe any such restrictions applicable to you. If an offer or an invitation is made to the public in Hong Kong in due course, prospective investors are reminded to make their investment decisions solely based on a prospectus of the Company registered with the Registrar of Companies in Hong Kong, copies of which will be distributed to the public during the offer period, and no such offer or invitation to the public in Hong Kong will be made until after such registration. THIS WEB PROOF INFORMATION PACK IS IN DRAFT FORM. The information contained herein is incomplete and subject to change and it must be read in conjunction with the section headed “Warning” on the cover of this Web Proof Information Pack. CONTENTS This Web Proof Information Pack contains the following information in relation to Tsun Yip Holdings Limited extracted from the Post Hearing proof of the draft document: • Summary • Definitions • Risk factors • Directors • Corporate information • Industry overview • Licensing and other requirements for government projects • Environmental protection laws and regulations • History and development • Business • Connected transactions • Future plans • Directors, senior management, board committees and staff • Controlling shareholders and substantial shareholders • Share capital • Financial information APPENDICES • I Accountants’ report • III Property valuation • IV Summary of the constitution of the Company and Cayman Islands company law • V Statutory and general information YOU SHOULD READ THE SECTION HEADED “WARNING” ON THE COVER OF THIS WEB PROOF INFORMATION PACK. —i— THIS WEB PROOF INFORMATION PACK IS IN DRAFT FORM. The information contained herein is incomplete and subject to change and it must be read in conjunction with the section headed “Warning” on the cover of this Web Proof Information Pack. SUMMARY BUSINESS OVERVIEW The Group is principally engaged in the provision of waterworks engineering services, road Third Schedule 3 works and drainage services and site formation works for the public sector in Hong Kong. Waterworks, road and drainage works, site formation works fall within a broader engineering discipline known as civil engineering. During the Track Record Period, the Group generated a substantial part of its revenue from carrying out waterworks engineering services and road works and drainage services in the capacity of a subcontractor. For each of the years ended 31 March 2009 and 2010, revenue generated from contracts in which the Group acted as a subcontractor represented approximately [73.9]% and approximately [88.5]% of the Group’s total revenue respectively. Revenue generated from the Group providing services in the capacity of a main contractor accounted for a lesser part of the Group’s total revenue, representing approximately [26.1]% and approximately [11.5]% of the Group’s total revenue during the Track Record Period. The Group as a subcontractor The Group, as a subcontractor, has provided waterworks engineering services and road works and drainage services to certain main contractors during the Track Record Period. In the capacity of a subcontractor, the Group had completed [six] contracts during the Track Record Period and had three contracts in progress as at the Latest Practicable Date. The main contractors to which the Group provided services during the Track Record Period included MHCC/MHWE (who has been the Group’s largest customer since the year ended 31 March 2008), Kwan On Construction Company Limited, Penta-Ocean-Peako Joint Venture, Victory Trenchless Engineering Company Limited and Chit Cheung Construction Company Limited. MHWE/MHCC was the largest customer of the Group during the Track Record Period. [For the year ended 31 March 2009, revenue derived from MHWE amounted to approximately HK$[2.5] million, representing approximately [2.8]% of the Group’s total revenue. No revenue was derived from MHWE for the year ended 31 March 2010. For each of the years ended 31 March 2009 and 2010, revenue derived from MHCC amounted to approximately HK$[57.8] million and approximately HK$[131.4] million respectively, representing approximately [65.9]% and [88.3]% of the Group’s total revenue in respective year.] Details of the Group’s completed contracts and contracts in progress are set out in the paragraph headed “Contracts completed and contracts in progress” under the section headed “Business” in this document. The Group as a main contractor The Group, as a main contractor, has provided waterworks engineering services to WSD during the Track Record Period. In the capacity of a main contractor, the Group had completed two waterworks contracts during the Track Record Period and had two waterworks contracts in progress as at the Latest Practicable Date. —1— THIS WEB PROOF INFORMATION PACK IS IN DRAFT FORM. The information contained herein is incomplete and subject to change and it must be read in conjunction with the section headed “Warning” on the cover of this Web Proof Information Pack. SUMMARY Services provided by the Group Waterworks engineering services. These services include construction and maintenance of water mains, service reservoirs, impounding reservoirs, pumping stations, water tanks, treatment works, watercourses for distribution systems and other related construction works. These services may also involve related
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