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. MEGALOGIC TECHNOLOGY HOLDINGS LIMITED 宏創高科集團有限公司 (incorporated in the Cayman Islands with limited liability) (Stock Code: 8242) INSIDE INFORMATION CHANGE IN SHAREHOLDING OF A SUBSTANTIAL SHAREHOLDER This announcement is made by the Company pursuant to Rule 17.10 of the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited (the “GEM Listing Rules”) and Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571, Laws of Hong Kong). The board of directors (the “Board”) of Megalogic Technology Holdings Limited (the “Company”) announces that on 29 January 2015, the Company was informed by Vital Apex Group Limited (“Vital Apex”), a substantial shareholder of the Company (as defined under the GEM Listing Rules), that Vital Apex has acquired 23,000,000 ordinary shares of the Company (the “Shares”) from China Rise Capital Company Limited (“China Rise”) at a price of HK$0.427 as at the date of this announcement (the “Transaction”). The 23,000,000 Shares under such Transaction represents approximately 7.99% of the issued share capital of the Company. Before the Transaction, Vital Apex owned 39,020,342 Shares, representing approximately 13.55% of the issued share capital of the Company. Immediately after the completion of the Transaction, Vital Apex owned 62,020,342 Shares, representing approximately 21.53% of the issued share capital of the Company. Mr. Wong Siu Pui (“Mr. Wong”) is the beneficial owner of the entire issued share capital of Vital Apex, a company which was beneficially interested in 39,020,342 Shares before the Transaction. Immediately after the completion of the Transaction, Vital Apex was beneficially interested in 62,020,342 Shares. Besides, the spouse of Mr. Wong, Ms. Yang Min is the beneficial owner of 11,375,000 Shares. Therefore Mr. Wong is deemed to be interested in the 11,375,000 Shares held by Ms. Yang Min under the Securities and Futures Ordinance. Accordingly Mr. Wong is deemed to be interested in an aggregate of 73,395,342 Shares, representing approximately 25.48% of the issued share capital of the Company. China Rise is a wholly owned subsidiary of China Rise Finance Group Company Limited, and an indirect wholly owned subsidiary of (i) Jin Dragon Holdings Limited; (ii) Essential Holdings Limited; (iii) Cosmo Group Holdings Limited; and (iv) Symphony Holdings Limited, the shares of which are listed on Main Board of The Stock Exchange of Hong Kong Limited with stock code 1223. Accordingly, China Rise Finance Group Company Limited, Jin Dragon Holdings Limited, Essential Holdings Limited, Cosmo Group Holdings Limited and Symphony Holdings Limited were deemed to be interested in 23,000,000 Shares of the Company before the 1 Transaction. Immediately after the completion of the Transaction, China Rise did not hold any Share. Shareholders and potential investors should exercise caution when dealing in the securities of the Company. By order of the Board Megalogic Technology Holdings Limited Sung Tak Wing, Leo Executive Director and Joint Company Secretary Hong Kong, 29 January 2015 As at the date of this announcement, the executive directors of the Company are Mr. Zhang Qing, Mr. Li Kwei Chung and Dr. Sung Tak Wing Leo; the non-executive directors of the Company are Mr. Ye Jian and Mr. Liu Kam Lung and the independent non-executive directors of the Company are Mr. Chan Sun Kwong, Mr. Chiu Yu Wang and Mr. Ko Yin Wai. This announcement, for which the directors of the Company (the “Directors”) collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquires, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading. This announcement will remain on the “Latest Company Announcements” page of the GEM website at www.hkgem.com for at least 7 days from the date of its publication and on the Company’s website at www.megalogic.com.hk. 2
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