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. WORLD-LINK LOGISTICS (ASIA) HOLDING LIMITED 環宇物流（亞 洲）控股有限公司 (incorporated in the Cayman Islands with limited liability) (Stock Code on Main Board: 6083) (Stock Code on GEM: 8012) TRANSFER OF LISTING FROM THE GROWTH ENTERPRISE MARKET TO THE MAIN BOARD OF THE STOCK EXCHANGE OF HONG KONG LIMITED Financial Adviser to the Company Reference is made to the announcement of the Company dated 17 March 2017 in relation to the proposed Transfer of Listing. On 17 March 2017, an application was made by the Company to the Stock Exchange for the transfer of listing of, and permission to deal in (i) the existing 480,000,000 Shares in issue; and (ii) 48,000,000 new Shares, being the maximum number of new Shares which may fall to be issued upon the exercise of all options which may be granted under the Share Option Scheme, on the Main Board by way of transfer of listing from GEM to the Main Board. The Board is pleased to announce that the approval-in-principle for the Transfer of Listing was granted by the Stock Exchange on 7 November 2017 for the Shares to be listed on the Main Board and de-listed from GEM. The last day of dealings in the Shares on GEM (Stock Code: 8012) will be 14 November 2017. Dealings in the Shares on the Main Board (Stock Code: 6083) will commence at 9:00 a.m. on 15 November 2017. All pre-conditions for the Transfer of Listing have, insofar as applicable, been fulfilled in relation to the Company and the Shares. – 1 – TRANSFER OF LISTING On 17 March 2017, an application was made by the Company to the Stock Exchange for the transfer of listing of the Shares from GEM to the Main Board. The Company has applied for the listing of, and permission to deal in (i) the existing 480,000,000 Shares in issue; and (ii) 48,000,000 new Shares, being the maximum number of new Shares which may fall to be issued upon the exercise of all options which may be granted under the Share Option Scheme, on the Main Board by way of transfer of listing from GEM to the Main Board. The Board is pleased to announce that the approval-in-principle for the Transfer of Listing was granted by the Stock Exchange on 7 November 2017 for the Shares to be listed on the Main Board and de-listed from GEM. COMPLIANCE OF THE LISTING RULES All pre-conditions for the Transfer of Listing have, insofar as applicable, been fulfilled in relation to the Company and the Shares. REASONS FOR THE TRANSFER OF LISTING The Company has been listed on GEM since 29 December 2015. The Group is an established logistics service provider in Hong Kong which offers a wide range of logistics services to meet the needs of its customers’ supply chains, including transportation, warehousing, customisation and certain value-added services. The Board believes that the Transfer of Listing will enhance the profile of the Company and increase the trading liquidity of the Shares. The Board considers that the Transfer of Listing will be beneficial to the future growth and business development of the Group as well as in the overall interests of the Company and the Shareholders. As at the date of this announcement, the Board has no intention to change the nature of business of the Group following the Transfer of Listing. The Transfer of Listing will not involve issue of any new Shares by the Company. – 2 – DEALINGS IN THE SHARES ON THE MAIN BOARD The Shares have been accepted as eligible securities by HKSCC for deposit, clearance and settlement in the CCASS since 29 December 2015, the date on which the Shares were first listed on GEM. Subject to the continued compliance with the stock admission requirements of HKSCC, the Shares will continue to be accepted as eligible securities by HKSCC for deposit, clearance and settlement in CCASS once dealings in the Shares on the Main Board commence, and that all activities under CCASS are subject to the General Rules of the CCASS and CCASS Operational Procedures in effect from time to time. The last day of dealings in the Shares on GEM (Stock Code: 8012) will be 14 November 2017. Dealing in the Shares on the Main Board (Stock Code: 6083) will commence at 9:00 a.m. on 15 November 2017. The Transfer of Listing will have no effect on the existing share certificates in respect of the Shares which will continue to be good evidence of legal title and be valid for delivery, trading, settlement and registration purposes, and will not involve any transfer or exchange of the existing share certificates. Currently, the Shares are traded in a board lot size of 8,000 Shares each and are traded in Hong Kong dollars. The principal share registrar and transfer office of the Company is Estera Trust (Cayman) Limited and the branch share registrar and transfer office of the Company in Hong Kong is Tricor Investor Services Limited. No change will be made to the Chinese and English stock short names of the Company, the existing share certificates, board lot size, trading currency and share registrars of the Shares in connection with the Transfer of Listing. SHARE OPTION SCHEME The Share Option Scheme was adopted by the Company on 16 December 2015, for the purpose of providing incentives and rewards to eligible participants who contribute to the success of the Group. As at the date of this announcement, no option has been granted or outstanding under the Share Option Scheme. The total number of Shares in respect of which options may be granted under the Share Option Scheme shall not exceed 48,000,000 Shares. The Share Option Scheme will remain valid and effective following the Transfer of Listing to the Main Board and will be implemented in full compliance with the requirements under Chapter 17 of the Listing Rules. Following the Transfer of Listing, the Shares issued and to be issued upon exercise of share options, which may be granted under the Share Option Scheme, will be listed on the Main Board. – 3 – GENERAL MANDATES TO ISSUE AND REPURCHASE SHARES Pursuant to Rule 9A.12 of the Listing Rules, the general mandates granted to the Directors to allot and issue new Shares and repurchase Shares by the Shareholders on 21 June 2017 will continue to be valid and remain in effect until the earliest of: (i) the conclusion of the next annual general meeting of the Company; (ii) the expiration of the period within which the next annual general meeting of the Company is required by the Articles or any applicable laws to be held; or (iii) the passing of an ordinary resolution by the Shareholders in general meeting revoking, varying or renewing the authority given to the Directors by the relevant resolution. COMPETING INTERESTS For the year ended 31 December 2016, the Directors were not aware of any business or interest of the Directors, the controlling shareholders, and their respective associates (as defined under the GEM Listing Rules) that compete or may compete with the business of the Group and any other conflict of interest which any such person has or may have with the Group pursuant to Rule 9A.09(10) of the Listing Rules. A deed of non-competition (the “Existing Deed”) dated 16 December 2015 was executed in favour of the Company (for itself and as trustee for each of its subsidiaries) by Mr. Yeung Kwong Fat, Mr. Lee Kam Hung, Mr. Luk Yau Chi, Desmond, Orange Blossom International Limited, Best Matrix Global Limited and Leader Speed Limited (collectively the “Covenantors”) regarding certain non-competition undertakings. The details of the Existing Deed have been disclosed in the prospectus dated 22 December 2015 under the section headed “Relationship with our Controlling Shareholders”. During the year ended 31 December 2016, the independent non-executive Directors have reviewed on behalf of the Company the compliance of the Covenantors with the Existing Deed and are satisfied that the Covenantors and their close associates have complied with the provisions of the Existing Deed. – 4 – As the Existing Deed will no longer be valid once the Shares cease to be listed on GEM, the Covenantors have entered into a new deed of non-competition (the “New Deed”) on 25 April 2017, which shall take effect conditional on the Transfer of Listing, to continue the undertakings pursuant to the Existing Deed. Terms of the New Deed succeed those set out in the Existing Deed and make reference to Listing Rules instead of GEM Listing Rules. Pursuant to the New Deed, each of the Covenantors jointly and severally and irrevocably undertakes and covenants to the Company (for itself and as trustee for and on behalf of its subsidiaries) that each of them will not, and will procure that its/his close associates (except any member of the Group) will not, either on his/its own account or in conjunction with or on behalf of any person, firm or company, directly or indirectly, amongst other things, carry on, participate or be interested or engaged in or acquire or hold any right or interest (in each case whether as an investor, a shareholder, principal, partner, director, employee, consultant, agent or otherwise and whether for profit, reward, interest or otherwise), or otherwise be involved in any business which is or may be in competition, whether directly or indirectly, with the business carried on (including but not limited to the provision of logistics services to meet the need of the Group’s customers’ supply chains which include transportation, warehousing, customisation services (consisting mainly of repacking services and labelling services) as well as value-added services (consisting mainly of container handling services and assistance in preparation of shipping document services) or contemplated to be carried on by any member of the Group, in Hong Kong or any other jurisdiction where the Group has conducted business as at the date of the New Deed or may conduct business from time to time in the future (“Restricted Business”).