Newsletter November 2012 Moving to a New Office We are delighted to announce that our new office is now on the 9/F, Leighton Centre, 77 Leighton Road,

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1 國富浩華 ( 香港 ) 會計師事務所有限公司 Crowe Horwath (HK) CPA Limited Member Crowe Horwath International Newsletter November This issue of Newsletter published by Crowe Horwath (HK) CPA Limited provides an update on tax, financial reporting, other technical issues, as well as the company activities and our community involvement. Please click to access the latest issue available in the Insights section of our website. You can also click the back issues of all prior News Express and Newsletter for review. Content Moving to a New Office 2 Professional Services 2 A Client Seminar on The Significant Changes and Development of China Tax and Foreign Exchange Administration Policies 3 Listing in Germany Forum held in China 3 Guangdong-Hong Kong Financial Cooperation: Hong Kong Listing Seminar in Shantou 4 Sponsoring HKICPA s Career Forum 4 Junior Leadership Camp ( ) Moving to a New Office 遷往新辦公室擴充業務 We are delighted to announce that our new office is now on the 9/F, Leighton Centre, 77 Leighton Road, Causeway Bay, Hong Kong (telephone numbers and addresses remain unchanged) Disclaimer: The content in this publication is of general information only. It is not offered as advice and should not be taken as such. We expressly disclaim all liabilities to any person for any reliance placed on the contents of this publication. No client or other reader should act or refrain from acting on the basis of the contents of this publication without seeking specific professional advice. Crowe Horwath (HK) CPA Limited is a member of Crowe Horwath International, a Swiss verein (Crowe Horwath). Each member firm of Crowe Horwath is a separate and independent legal entity. Crowe Horwath (HK) CPA Limited and its affiliates are not responsible or liable for any acts or omissions of Crowe Horwath or any other member of Crowe Horwath and specifically disclaim any and all responsibility or liability for acts or omissions of Crowe Horwath or any other Crowe Horwath member Crowe Horwath (HK) CPA Limited

audit etc) can now work together under one roof for better integration and communication to provide seamless services to our clients.

We are well-equipped to render one-stop service for all our clients who are interested in or have already set up businesses in China.

2 Newsletter November 2012 Moving to a New Office We are delighted to announce that our new office is now on the 9/F, Leighton Centre, 77 Leighton Road, Causeway Bay, Hong Kong (telephone numbers and addresses remain unchanged). We are very pleased with the move. With more space available, different services teams (eg. audit & assurance, risk management, China tax, U.S. audit etc) can now work together under one roof for better integration and communication to provide seamless services to our clients. We have recently enhanced our services in the corporate service divisions, namely, accounting, treasury and transaction services as well as company secretarial services in Hong Kong and in China. We are well-equipped to render one-stop service for all our clients who are interested in or have already set up businesses in China. Professional Services Accounting and Treasury Services From designing accounting system, book-keeping, preparing financial reports, cash flow, budget to profits repatriation, etc. Human Resources and Office Administration Staff recruitment, application for working permits, payroll, social welfare administration, business centre services in Hong Kong and in China, etc. Transaction Services Due Diligence Conducting onsite due diligence, reporting, assessing the target business to preparing pro forma financial statements. Company Secretarial Services in Hong Kong From setting up Hong Kong and offshore companies, on-going maintenance of statutory records, trade and patent registration, advising on merger and acquisition to deregistration on cessation of business. Company Secretarial Services in China Formation of Wholly Foreign Owned Enterprises including preparation of feasibility report, registration from various government departments, assisting in opening bank accounts, first month s tax declaration of VAT, etc. Hong Kong Tax Services Tax compliance, tax planning for corporations and individuals, investigation, appeals, tax due diligence on M&A, stamp duty and advice on use of double tax treaties. China Tax Services Tax strategy and planning, tax due diligence on M&A, enterprises income tax compliance, indirect tax compliance and planning, individual tax planning and reporting, tax equalization planning, stock option advisory, etc. Transfer Pricing Services From high-level review, benchmarking, documentation to transfer pricing audit defence, advice pricing arrangement, etc. International Tax Services Structuring for China / Hong Kong inbound and outbound investments, advising on cross border transactions, use of double tax treaties, profits repatriation for investment in China, etc. China Trade and Business Advisory Services Advising on foreign exchange management, import and export procedures, customs planning and the Mainland and Hong Kong Closer Economic Partnership Arrangement (CEPA) planning and advisory. For details, please refer to our website: 2

The seminar gave an in-depth analysis on the recent reform of taxation and foreign exchange in China and the latest development of Hong Kong taxation, enabling the attendees to get better

3 Newsletter November 2012 A Client Seminar on The Significant Changes and Development of China Tax and Foreign Exchange Administration Policies Crowe Horwath (HK) CPA Limited and Crowe Horwath Tax Services (HK) Limited jointly organized a client seminar titled The Significant Changes and Development of China Tax and Foreign Exchange Administration Policies on 28 August 2012 in Hong Kong. The seminar gave an in-depth analysis on the recent reform of taxation and foreign exchange in China and the latest development of Hong Kong taxation, enabling the attendees to get better understanding of such changes for business expansion. The seminar received an overwhelming response of over 100 participants from our current clients, potential clients and business associates. Following the welcoming speech delivered by our Chairman and CEO Mr Charles Chan at the seminar, Mr Wilson Tam, Executive Director of Crowe Horwath Tax Services (HK) Limited gave a detailed account of VAT reform, Circular 698 regarding indirect equities transfer by non-resident companies, reform of foreign exchange administration for trade in goods in China and the latest development of Hong Kong s double taxation agreements with other jurisdictions. Mr Li Ying, Partner of a well-known international law firm, Proskauer Rose then presented on legal issues of M&A in China. Lastly, Principal of Crowe Horwath Tax Services (HK) Limited Ms Mary Ho spoke on determination of beneficial ownership for treaty benefits claim and the related safe harbour policy. A question-and-answer session was set up to address the questions raised by attending representatives of enterprises. During the seminar, Directors of Crowe Horwath (HK) CPA Limited Mr Eddy Yan and Ms Ester Ip introduced the internal control and IT audit and consultancy services respectively to participants. Executive Director of Crowe Horwath Tax Services (HK) Limited Mr Wilson Tam giving a presentation on the latest development of China tax reform. Listing in Germany Forum held in China Our Chairman and CEO Mr Charles Chan speaking at the forum in Xian. Crowe Horwath Germany and Salans jointly sponsored the Listing in Germany Forum which was held in Urumqi, Wuhan and Xian respectively from 11 to 13 September Vice President, Listing & Issuer Services of the Deutsche Börse Mr Yuxing Ruan was the keynote speaker. Aside from sponsoring this event, our Chairman and CEO Mr Charles Chan delivered speeches at forums in Wuhan and Xian respectively upon an invitation. The forums received an overwhelming response and the participants were pleased to have opportunities of meeting the senior executive of the Deutsche Börse and professional consultants of securities trade and exchanging opinions in such a relaxing ambience. At the forums, Mr Ruan briefly introduced market segments of the Deutsche Börse with highlighting the basic standards and process of getting listed in Germany. In general, Deutsche Börse listing can be completed within 5 months. He also gave a presentation on the advantages of listing on the Deutsche Börse which included experienced listing partners in more than 100 arenas. Partner of RWT Horwath Mr Markus Scheurer gave an account of the services his company rendered and their experience in assisting Chinese enterprises to get listed on the German stock market. Mr Scheurer pointed out that listed companies in Germany should comply with various local regulatory requirements including German Commercial Code (HGB), Stock Corporation Act (AktG), corporate income tax, sales tax and other kinds of tax. He also explained that listed enterprises were required to submit the financial statements in compliance with regulations, to enforce and maintain risk management and to consider the requirements of various tax declarations. Mr Charles Chan also presented the role of our company and Crowe Horwath China CPAs in co-ordinating the whole IPO process of Chinese enterprises for listing in Germany. We will find out the client s expectation of the total fund to be raised and the purpose of the proceeds, as well as to commence the due diligence for preparation of listing. Other speakers included Managing Partner and Counsel, Shanghai Office of Salans Dr Hermann Meller and Dr Benjamin Kroymann, Corporate Strategy & Communication and Corporate Project Management of BankM Mr Thomas Stewens and Mr Dirk Blumhoff. 3

The seminar aimed to help Chinese enterprises in Shantou, Chaozhou, Jieyang and Shanwei in Guangdong to go listing overseas and raise fund through the well-established platform in Hong Kong.

The topics mainly focused on the pre-ipo preparation works in relation to regulatory requirements, financial restructuring and legal matters.

4 Newsletter November 2012 Guangdong-Hong Kong Financial Cooperation: Hong Kong Listing Seminar in Shantou Our Director Mr Warren Leung attended the seminar titled Guangdong-Hong Kong Financial Cooperation: Hong Kong Listing in Shantou on 12 September The seminar aimed to help Chinese enterprises in Shantou, Chaozhou, Jieyang and Shanwei in Guangdong to go listing overseas and raise fund through the well-established platform in Hong Kong. The seminar was jointly organized by the Hong Kong Economic and Trade Office in Guangdong, the Shantou Municipal People s Government and other concerned authorities in the two regions. The topics mainly focused on the pre-ipo preparation works in relation to regulatory requirements, financial restructuring and legal matters. The speakers were representatives from financial services sector, including law firms, accounting firms, merchant banks, regulatory organizations, sponsors, consultancy firms in Hong Kong and China. More than 100 representatives from over 60 Mainland enterprises in Guangdong participated in the event. The seminar provided an opportunity to the participating enterprises to gain more understanding of requirements for listing on Hong Kong and overseas market. About 800 Mainland enterprises are currently on the waiting list for A-share listing in China. It reflects that the demand in China for overseas listing would be strong. Junior Leadership Camp 2012 Sponsoring HKICPA s Career Forum Participants of the Junior Leadership Camp 2012 Our Senior Manager Mr Charbon Lo participated in the Junior Leadership Camp 2012 held by Crowe Horwath International from 11 to 14 October 2012 in Tokyo, Japan. The goal of the training is to equip young leaders with skills and competencies that are necessary for the success in international business. This program seeks to impart global leadership principles and foster greater friendships and trans-cultural understanding between young leaders of different regions (including the U.S., Japan, Malaysia, the Philippines, Taiwan, India, Indonesia, Korea, Singapore, Thailand, Vietnam and Hong Kong) and beyond. During the 4-day camp, various kinds of indoor and outdoor activities were arranged, including a case study on regional business development in the office of Crowe Horwath member firm in Japan, teamworks of canoeing relay race and outdoor challenges near Lake Kawaguchi, Mount Fuji. These activities offered participants the opportunities to enhance their organizing skills and leadership capacity. The camp also helped strengthen the relationships among members from different regions. Mr Lo enjoyed this unique learning experience. He thought the relationships established from the camp would facilitate future co-operation for international business among our member firms. Our Director Ms Ivy Chua (right) was one of the speakers at the forum s career workshop. We sponsored the Career Forum of Hong Kong Institute of Certified Public Accountants which was held on 7 October 2012 at the Cyberport Conference and Exhibition Centre. Our Director Ms Ivy Chua shared her insight on career development with the students at the forum s career workshop. The focus of workshop was the life of a trainee and career path in non-big Four. As a sponsor, we also set up a booth at the Career Exhibition. Our Human Resources Department also assigned on-site staff to introduce the organization, job opportunities, career development and professional training of our company to the participating students. 4

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6 公司通訊 2012 年 11 月中國重大稅務及外匯管理政策變動和發展客戶研討會在中國舉辦企業在德國上市論壇 Salans Mr Markus Scheurer Mr Scheurer HGB AktG BankM biw ( ) Mr Markus Scheurer 6

7 公司通訊 2012 年 11 月粵港金融合作企業上市融資座談會 ( 汕頭 ) 贊助香港會計師公會職業論壇 A 年青領袖營

8 公司通訊 2012 年 11 月 For more information, please contact: 如欲索取更多有關資料, 歡迎聯絡 : 國富浩華 ( 香港 ) 會計師事務所有限公司 Crowe Horwath (HK) CPA Limited Member Crowe Horwath International 9/F Leighton Centre, 77 Leighton Road, Causeway Bay, Hong Kong info@crowehorwath.hk Telephone : Facsimile : Service Hotline : About Crowe Horwath International 國富浩華國際簡介 Crowe Horwath International is ranked among the top 10 global accounting networks with more than 150 independent accounting and advisory services firms with 650 offices and 28,000 professionals and staff in more than 100 countries around the world. Crowe Horwath International's member firms are committed to impeccable quality service, highly integrated service delivery processes and a common set of core values that guide our decisions daily. Each firm is well-established as a leader in its national business community and is staffed by nationals, thereby providing a knowledge of local laws and customs which is important to clients undertaking new ventures or expanding into other countries. Crowe Horwath International member firms are known for their personal service to privately and publicly held businesses in all sectors and have built an international reputation in the areas of audit, tax and advisory services. Information can be obtained at: ,000 Our People and Contacts 我們的人員 Professional Services 專業服務 Contact Person 聯絡人 Telephone 電話電郵 Audit & Assurance Ivy Chua ivy.chua@crowehorwath.hk Audit & Technical Support Raymond Tsui raymond.tsui@crowehorwath.hk Business & Accounting Services Penny Chan penny.chan@crowehorwath.hk Business Operations Pammy Fung pammy.fung@crowehorwath.hk China Tax, International Tax Wilson Tam wilson.tam@crowehorwath.hk Company Secretarial Services, Greater China One-Stop Business Service Pauline Lau pauline.lau@chg.hk HK IPO Charles Chan charles.chan@crowehorwath.hk Hong Kong Tax, International Tax Albert Cheung albert.cheung@crowehorwath.hk Internal Control, Corporate Governance & Risk Management Eddy Yan eddy.yan@crowehorwath.hk International Liaison Delores Teh delores.teh@crowehorwath.hk IT Audit & Consultancy Ester Ip ester.ip@crowehorwath.hk Transaction Advisory C S Lam cs.lam@crowehorwath.hk Trust and Estate Planning C Yuen chung.yuen@crowehorwath.hk US Listing Audit Sharon Sum sharon.sum@crowehorwath.hk 8

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untitled 1.01 (accounts) (affiliated company) (announcement) 16.17 (Application Proof) (approved share registrar) 12 (Articles) (asset-backed securities) (associate) 20.06(2) (authorised representative) 5.24 (balance