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(Incorporated in Bermuda with limited liability)

(Stock code: 482)

POLL RESULTS OF SPECIAL GENERAL MEETING HELD ON 14 APRIL 2014 Poll Results of Special General Meeting

At the special general meeting (the "SGM") of Sandmartin International Holdings Limited (the "Company") held on 14 April 2014, a poll was demanded by the chairman of the SGM for voting on all the proposed resolutions as set out in the notice of the SGM dated 20 March 2014.
As at the date of the SGM, the total number of issued shares of the Company was 832,228,862 shares, which was the total number of shares entitling the holders to attend and vote for or against the resolutions at the SGM. There were no restrictions on any shareholders casting votes on any of the proposed resolutions at the SGM.
The Company's branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, was appointed as the scrutineer at the SGM for the purpose of vote-taking. All the resolutions, where were voted on by poll, were approved by shareholders. The poll results in respect of the respective resolutions proposed at the SGM were as follow:

ORDINARY RESOLUTIONS

No. of Votes (%)

ORDINARY RESOLUTIONS

For

Against

(a)

The joint venture agreement (the "JV Agreement") entered into between the Company and Whayu dated December 2, 2013 in relation to the formation of a joint venture company, the acquisition of Sksteck Inc. and its subsidiaries and the deemed disposal of Pro Brand International, Inc. be and is hereby approved, confirmed and ratified.

413,497,426

( 9 9 . 9 9 9 5 % )

2,200

( 0 . 0 0 0 5 % )

ORDINARY RESOLUTIONS

No. of Votes (%)

ORDINARY RESOLUTIONS

For

Against

(b)

Any one director of the Company, or any two directors of the Company if the affixation of the common seal is necessary, be and are hereby authorised for and on behalf of the Company to execute all such documents, instruments and agreements and to do all such acts and things deemed by him/her to be necessary or expedient for the purpose of giving effect to the JV Agreement and completing the transactions contemplated thereby.

413,497,426

( 9 9 . 9 9 9 5 % )

2,200

( 0 . 0 0 0 5 % )

As more than 50% of votes were casted in favour of the resolutions number (a) and (b), all the above resolutions were duly passed as ordinary resolutions.
By order of the board of directors Sandmartin International Holdings Limited Hung Tsung Chin

Chairman

Hong Kong, 14 April 2014

As at the date of this announcement, the executive directors are Mr. Hung Tsung Chin, Ms. Chen Mei Huei, Mr. Liao Wen I, Mr. Frank Karl-Heinz Fischer, Mr. Mu Yean Tung and Mr. Shou Philip Ming Yung; the independent non-executive directors are Mr. Hsu Chun Yi, Mr. Lee Chien Kuo and Mr. Han Chien Shan.

* For identification purposes only

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