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AVISTA Group Services and Introducon

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AVISTA Group Services and Introduction

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Table of Contents About Us

Our Services

The Credential

Our Management

Contact Us

Our people

Our team comprises professionals who previously worked in

various industries such as investment banks, international

accounting firms or international valuation and advisory

companies. Each of us is an expert in the respective industry,

yet as a team we offer all-rounded services based on our

diverse experience, knowledge and culture mix.

Our Vision

AVISTA is a comprehensive financial service provider. We

offer Business Valuation, Corporate Finance, M&A Advisory

and Property Consulting Services alongside other value-

added services. Throughout the years, we aim to deliver

services of the highest standard to our clients and provide

them with the most satisfying experiences. We act on these

values, and we always put our clients’ needs on the top of

our agenda. Because we know, our clients’ success leads to

ours.

Our work

Being one of the leading advisory and valuation firms in the

Greater China Region, AVISTA has been serving clients in

various industries with our wide range of services. Our

breadth of geographical reach and industry insights allow us

to take on technically and commercially challenging tasks

which in turn reinforces our knowledge and experiences.

About us

Valuation AVISTA provides various types of professional valuation services to our clients, which suits different purposes of the companies,

including M&A transactions, Financial Reporting, Stock Exchange Listing Rules Compliance, Tax Planning and Internal Reference.

FINANCIAL VALUATION

Business Valuation

We are experienced in valuing businesses across different

industries, including:

Energy • Multi-Media

Real Estate • Education

Pharmaceutical • Financial Institution

Automobile • Natural Resources

Information Technology

Intangible Assets Valuation

Recent trend shows an increasing presence of intangible assets

in merger and acquisition transactions, we assist our clients in

identifying and valuing different kinds of intangible assets. To

name a few, they include:

Trademarks / Brand names

Licenses, e.g. Production License, Casino License

Customer relationships

Technical Know-how and Technology

Favorable and Unfavorable Leases

Franchise

Financial Instrument Valuation

The development of financial instruments nowadays is

becoming more complex. We have diversified experience in

valuing different financial instruments by using state-of-the-art

financial models. We have experience in valuing the following

financial instruments:

Share Options • Restricted Shares

Convertible Bonds • Preferred Shares

Financial Guarantee • Swaption

Warrants • Credit Derivatives

Our Services

REAL ESTATES & INDUSTRIAL VALUATION

We have a team of experienced specialists providing

independent advice on real estate and industrial valuation

issues. Our experiences include:

Investment Property Valuation

Commercial Buildings

Shopping Malls

Industrial Valuation

Mine Well

Power Station

Waste Treatment Sewage

Infrastructure & Specialties

Stadiums • Vessels

Tunnels • Historical Buildings

MINING VALUATION

We have a dedicated team of professionals, who have

undertaken numerous projects involving all kinds of mineral

commodities across the globe, to provide technical mining

valuation services and corporate advisory on mining industry.

We provide independent mineral appraisals, project audit and

corporate advisory services.

Our technical experts possess necessary qualifications and are

recognized as competent under the Code for the Technical

Assessment and Valuation of Mineral and Petroleum Assets and

Securities for Independent Expert Reports (the “VALMIN code”)

or South African Code for the Reporting of Mineral Resources

and Mineral Reserves (the “SAMREC code”). Our professional

services in this area include:

Mineral Property Valuation

Undeveloped reserve appraisal

Existing mining operation and business valuation

Mining property, plant and equipment

Annual Compliance Reports

An annual review to assess the value of mines in

relation to proposed transactions

Perform value analysis by adopting various appraisal

methods and illustrate the financial impact to clients

Corporate Advisory

Assist companies in investment feasibility study, investor and

deal souring, deal negotiation support and financial modeling

for decision-making purpose

BIOLOGICAL ASSET VALUATION

To comply with the various reporting requirements over the

biological assets owned and/or acquired, we offer professional

valuation advice relating to various types of biological assets,

such as:

Agricultural products

Forest and trees

Vines and fruit trees

PORTFOLIO VALUATION

We provide portfolio valuation service to financial institutions to

help them determine fair values of their portfolios. Our clients

include:

Hedge Fund

Private Equity Fund

Fund of Funds

Other Asset Management Firms

FEASIBILITY STUDY

A business plan is not only about finance, there are many

other factors. Our research team carries on-site investigation

and takes into account macro environmental factors, such as

economy, politics, society and natural environment. We then

analyze it to advise the client on the feasibility of a project.

REAL ESTATE TRANSACTION DUE DILIGENCE

In a real estate transaction, investigation on ownership and

titles of the real estate and a cost-and-benefit analysis are

critical. We provide due diligence services for real estate

transactions to identifying risks involved and to assess the

potential values of the real estate. The main works include

verifying the land use rights and asset titles; analyzing the

property statistical data; estimating the capital value;

verifying and analyzing the leasehold right.

AVISTA aims to provide our clients with a collective but comprehensive idea to assist them to make the right decision on how to fully

utilize the value of the assets and structure the plan and strategy.

PROPERTY AGENCY & TENANT REPRESENTATION

We have up-to-date market knowledge of the local property

market. Our team will help you screen suitable property and

support the negotiation process. Our services include Sale &

Purchase; Property Rental; Mortgage Advice and Tax.

PROJECT FINANCING

Our financial projection model provides our clients with a

clear picture of their financial needs and payoffs. Based on a

sophisticated model, our in-depth analysis enhances access

to finance.

ASSET MANAGEMENT

For people who want to maximize the returns of their proper-

ties, it is important to seek for professional advice. Our

professional team is experienced in restructuring our clients’

property portfolios and helping them to achieve

diversification of assets and effective management.

Property Consultancy

Risk Advisory Services We provides various risk advisory services from internal control review, risk management, to corporate governance services to cater

for our clients’ needs in complying with the latest internal control and risk management requirements under the revised Corporate

Governance Code.

potential internal control weaknesses and providing

remediation suggestion to optimize the internal control

system.

We offer a wide variety types of internal control review and

related consulting services:

Pre-Initial Public Offering (“Pre-IPO”) Internal Control

Review

Regular Internal Control Review under Corporate

Governance Code

Policy and Procedure establishment and enhancement

Special Internal Control Review as requested by HKEx

or for the purpose of resumption of trading

Information Technology (“IT”) General and Application

Control Review

Assisting the establishment of Internal Audit Function

INTERNAL CONTROL REVIEW SERVICES

In 2014, the Hong Kong Exchanges and Clearing Limited (the

“HKEx”) has published a “Consultation Paper on Risk

Management and Internal Control: Review of the Corporate

Governance Code and Corporate Governance Report”

(“Consultation Paper”). Consultation conclusion has been

published in December 2014, most of the proposals outlined

in the Consultation Paper have been adopted and become

effective for accounting periods beginning on or after 1

January 2016.

AVISTA has in-depth industry experience in conducting

Internal control review, assisting management in locating

believe sustainable development of risk management process

can lead to business continuity.

There is growing demand on corporate governance in the

global capital markets. A proper corporate governance is

often viewed as a way to monitor and balance interests

among different stakeholders. Listed companies in Hong Kong

are required to follow the Corporate Governance Code to

enhance transparency. The Corporate Governance Code sets

out the principles of good corporate governance, and two

levels of recommendations: (a) code provisions; and (b) rec-

ommended best practices. All listed companies in Hong Kong

must state whether they have complied with the code provi-

sions in their interim reports and annual reports, deviate

from the code provisions must be explained with considered

reasons.

Our scope of services includes:

Review procedures to safeguard Listing Rules

Compliance

Review procedures and internal controls for the

handling and dissemination of inside information.

Review Corporate Governance Code Compliance

Review Corporate Governance Report Disclosure

RISK MANAGEMENT SERVICES

Enterprise Risk Management (“ERM”) is a process, including

business operations, financial reporting, and compliance

requirements. With the changing environment and develop-

ment in the world, companies are facing a variety of challeng-

es. Risk management has become an important means in

corporate governance.

Our scope of services includes:

Establishment of ERM Framework under Committee of

Sponsoring Organizations of the Treadway

Commission’s (“COSO”) Internal Control—Integrated

Framework (2013)

Establishment of ERM structure, processes, policies

and procedures

Establishment of Risk Model, Risk Register, Risk identi-

fication, assessment and prioritization processes

Organizing Risk Assessment

AVISTA provides risk management services to help our clients

in assessing the risks they are facing, identifying potential

risks, developing their risk appetite statement, establishing

an appropriate risk management framework and monitoring

the implementation of risk management framework. We

Corporate Advisory AVISTA supports clients in the midst of changes, whether they are regulatory updates or further business development. We are

committed to helping our clients shape their business strategies and implement their corporate values.

MARKET RESEARCH & STRATEGIC PLANNING

Knowing the market, making correct decision and taking the

right reaction are fundamentals of running a successful

business. Given such a challenging business environment in

nowadays, it requires ever higher standard of corporate

management to survive the competitions in the market. Our

dedicated professionals have in-depth industry expertise and

yet innovative to assist the management in addressing their

challenges from the industry. Our works include industry

entering study, acquisition feasibility report, market opportunity

research, etc.

PUBLIC AND INVESTOR RELATIONSHIP MANAGEMENT

Media is a double edged sword to businesses. It could be an

advantage when relationship is under managed but could also

be disasters when it is out of control. AVISTA has long

experiences of working with different types of media and has

helped companies to build trust with the public and their

stakeholders. Through our network of institutional investors,

analysts and financial media relationships, we organize press

conference, investment road show and investment tours. We

expand our clients' investment potential and corporate vision.

BUSINESS AND MANAGEMENT CONSULTANCY

Management standard determines the long term success of a

company. Improving the standard is essential especially when

companies are under reforming or restructuring. AVISTA’s

dedicated professionals have in-depth industry expertise to

assist the management in fine-tuning their managing system by

using various information technologies. Our services include

assisting companies in reviewing their business and financial

models; conducting scenario analysis to streamline the business

objectives; developing risk and compliance system to monitor

and quantifying any financial or non-financial impacts based on

various backgrounds and situations.

To echo with the growing demand from the business

community for higher transparency on non-financial

information, ESG reporting has become a mainstream corporate

reporting trend worldwide. Companies are taking a proactive

approach to integrate sustainability considerations into their

corporate level strategic plan and disclose their performances in

various ESG areas.

Our unique AVISTA ESG approach harnesses our

multidisciplinary expertise in corporate advisory, environmental

management and investor relations consultancy. On top of

fulfilling the intensifying compliance requirements of regulatory

bodies, our professional team assists management in shaping

tailored sustainable growth strategy that is in line with the

overall corporate business plan with the aim to enhance to long-

Environment, Social and Governance (ESG) Advisory

term enterprise value and corporate reputation of our clients

from the viewpoint of capital markets. As a pioneering ESG

strategic partner, we have a list of proven track record available

for your reference upon request.

Our integrated ESG advisory services include:

Formulating and implementing of ESG strategies and

policies

Conducting carbon and energy audit

Reviewing and benching on existing ESG performance

Assisting management in preparing ESG report

Providing advices for ESG management and

improvement

Tencent Holding Ltd (700.HK) for valuation services on a

number of acquisitions in the information technology industry.

China Evergrande Group (3333.HK) on acquiring a property

developer in the Guangdong Province, PRC.

AAC Acoustic Technologies Holdings Ltd (2018.HK) for a

number of valuation services for financial reporting purpose.

Huaneng Power Int Inc. (902.HK) on providing valuation

services on the acquisition of power stations from parent

company.

YY Inc. (YY.US) for PPA valuation on the acquisition of online

education platform.

China Greenland Rundong Auto Group Ltd (1365.HK) for

valuation of all properties held by the Company.

iDreamSky Technology Ltd (DSKY.US) on its initial public

offering and listing on the NASDAQ.

Boyaa Interactive International Ltd (434.HK) on its initial

public offering and listing on the Main Board of Hong Kong

Stock Exchange.

Forgame Holdings Limited (484.HK) on its initial public

offering and listing on the Main Board of Hong Kong Stock

Exchange.

Dynam Japan Holding (6889.HK) on its global offering and

listing on the Main Board of Hong Kong Stock Exchange for

HK$1.568billion.

Best Pacific International Holdings Ltd (2111.HK) on its global

offering and listing on the Main Board of Hong Kong Stock

Exchange.

Shanghai La Chapelle Fashion Co Ltd (6116.HK) on its global

offering and listing on the Main Board of Hong Kong Stock

Exchange.

Shanghai Pharmaceutical Holdings Co Ltd (2607.HK) for

valuation service on a series of acquisitions among the

medical and pharmaceutical industries.

Sinopharm Holdings Co Ltd (1099.HK) for valuation service on

a series of acquisitions among the medical and pharmaceutical

industries.

Mindray Medical International Holdings Ltd (MR.US) on a

series of acquisitions in the PRC.

China Huiyuan Juice Group Ltd (1886.HK) on its acquisitions

of a group of beverage factories in China for a total

consideration of HK$ 4.9 billion.

Li Ning Co. Ltd (2331.HK) on a number of financial reporting

valuations including a number of financial instruments.

CGN Mining Co Ltd (1164.HK) on providing valuation services

on a series of acquisitions in the mining industry.

Bitauto Holdings Limited (BITA.US) on providing series of

financial advisory service

China ZhengTong Auto Services Holdings Ltd (1728.HK) on

acquisition of 4S stores in Guangzhou for CNY4 billion.

Trina Solar Limited (TSL.US) on providing valuation services

on a series of acquisitions in the solar industry.

Corporate Advisory

List of Selected Clients

The Credential

Environment, Social and Governance (ESG) Advisory

Oswald Au Director MHKIS, AAPI, RPS(GP), MSc (RE & Investment) Oswald W. Y. Au is responsible for the management and development of the Real Estate and Industrial Valuation and Tangible Assets Consultancy Division in AVISTA.

Mr. Au holds a Master’s Degree of Science in Real Estate from the University of Hong Kong. He is also a member of Hong Kong Institute of Surveyors (General Practice) and Associate Australian Property Institute. In addition, he is a Registered Professional Surveyor (General Practice) registered with Surveyors Registration Board. He has more than 10 years’ experience in the valuation of properties in the PRC, Hong Kong, Singapore, Malaysia, Indonesia, Japan, Korea, Mongolia, United States, Canada, etc.

Mr. Au is also a qualified valuer on the List of Property Valuers for Undertaking Valuations for Incorporation or Reference in Listing Particulars and Circulars and Valuations in Connection with Takeovers and Mergers published by the HKIS.

Our Management

Vincent Pang Managing Director CFA, HKICPA, CPA Australia Mr. Vincent Pang is the Managing Director of AVISTA Group. He has advised clients in a range of industries, including financial service, energy, IT and technology, pharmaceutical, etc.. Vincent also leads AVISTA’s works on business consulting, corporate investment, M&A advisory and many kinds of valuation which he has more than 15 years of experiences.

Before AVISTA, Vincent served as an Associate Director of PricewaterhouseCoopers and was in charge of the valuation division in Beijing. During the time, he has participated in numerous mega size M&A deals and IPO cases in the US, China and Hong Kong for multinational corporations and Chinese state owned enterprises. Previously, Vincent also worked in a reputable international appraisal firm where he worked on a number of valuation projects in China, Hong Kong, Taiwan, Thailand, Singapore, Australia, US, etc.

Hailey Jin

Director Hailey is responsible for business valuation, intangible asset valuation and financial instrument valuation ser-vice for financial reporting and consulting purposes.

Hailey has around 8 years experience in valuation service and M&A financial advisory service in China. Before joining AVISTA, Hailey was a manager in PricewaterhouseCoopers with working experience in both Valuation Service and Corporate Finance Department.

During the past years, Hailey has participated in several large M&A deals to provide modeling, pricing valua-tion or valuation advisory service. Besides, she was involved in numerous projects for US and HK listed or pre-IPO listing companies to review their valuation prepared for financial reporting purpose. In addition, she also acted as an financial advisor for several private equity financing and outbound acquisition projects.

Ivan Lui Director CFA, HKICPA, LL.M. Ivan is mainly responsible for business valuation, intangible asset valuation and financial instruments valuation for financial reporting purpose and consulting & advisory purpose. Ivan has over 9 years’ experience in valuation and audit sectors. Prior to joining AVISTA, Ivan has worked with KPMG in Risk Advisory Service and Assurance Departments.

Ivan has led several local and overseas valuation and advisory projects, with coverage in various industries and sectors such as IT, media, mining, manufacturing, retail, pharmaceutical, entertainment, etc. With an accounting bachelor degree and master of law in corporate and financial law obtained in Hong Kong, Ivan is also a certified public accountant and a CFA charterholder.

Ricky Ho Director HKICPA, FCCA, CIA, CISA, CTA (HK) Ricky is the Director of AVISTA, has years of experience in the field of accounting, auditing, taxation, corporate finance and internal control. Before joining AVISTA, Ricky has been working in Cheung Kong (Holdings) Limited and 2 of the Big 4 Accounting firm in Hong Kong for couples of years.

Ricky has been invited by the Hong Kong Institute of Chartered Secretaries, the Economic Business School, the Bundescent Professional Training Center Limited and various listed companies to be guest speaker in their lectures and training sessions to share his valuable experiences in listing, risk management , internal control and the environment, social and governance reports.

Our Management (Con’d)

Joey Leong Principal HKICPA,ACS, CTA(HK)

Joey has several years of experience on risk advisory services. She is specialized in providing services including internal control, corporate governance, due diligence and HKEx IPO and related consulting and review services. Joey has provided risk management and internal control review services for a wide range of local, mainland and multinational corporations.

During her many years of work, Joey has served clients across industries, including: manufacturing, real estate, construction and property investment, trading and retail, financial industry (securities, pawns, loans and finance leases), mining, smart phone games development.

Andrea Kwan Principal HKICPA, CIA Andrea has several years of experience on risk advisory services. She is specialized in providing services including internal control, corporate governance, due diligence and HKEx IPO and related consulting and review services. Andrea has provided risk management and internal control review services for a wide range of local, mainland and multinational corporations.

During her many years of work, Andrea has served clients across industries, including manufacturing, real Estate, construction and property investment, trading and retail, financial industry (Securities, pawns, loans and finance leases), energy and renewable energy, mining and medical and Health.

Zeta Cheng Principal HKICPA

Zeta is responsible for risk advisory services, from internal control review, risk management, to corporate governance services. He has participated in a number of Pre-IPO projects to provide internal control review service.

He has extensive experience in assurance and advisory services over internal controls, corporate governance, IT governance and J-SOX Compliance and initial public offers related works areas. He is experienced in managing various risk services engagements and has served listed clients from various industries, including manufacturing, construction, real estate investment, retailing and money lending.

Hong Kong Office

Address: 23rd Floor, Siu On Centre, No. 188 Lockhart Road,

Wan Chai, Hong Kong

Tel: +852 3702 7338 Fax: +852 3914 6388

Shanghai Office

Address: Unit A, 15/F, Sino-Ocean Tower , No. 618 East Yan An Road, Huangpu District, Shanghai, PRC

Tel: +86 21 5306 7311 Fax: +86 21 3316 0292

Beijing Office

Address: Suite 4205, SOHO Nexus Center, No. 19 North Dongsanhuan Road,

Chaoyang District, Beijing,

PRC Tel: +86 10 6410 6230

AVISTA, All rights reserved. w w w . a v a v a l . c o m