Target Insurance : Continuing Connected Transaction - Addendum No. 1 to the Broker Agreement

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TARGET INSURANCE (HOLDINGS) LIMITED 泰 加 保 險 （ 控 股 ） 有 限 公 司

(Incorporated in Hong Kong with limited liability)

(Stock code : 06161) CONTINUING CONNECTED TRANSACTION ADDENDUM NO. 1 TO THE BROKER AGREEMENT

The Board announces that on 24 August 2017, Target entered into addendum no. 1 (the "Addendum") with Convoy, pursuant to which content of schedule 1 to the Broker Agreement was amended (the "Amended Schedule 1"). Under the Amended Schedule 1, certain new products were added and the range of commission rate payable to Convoy was changed from 15% up to 45% to 15% up to 50%. Other terms of the Broker Agreement and the annual caps of the commission payable to Convoy for each of the three years ending 31 December 2017, 2018 and 2019 remains unchanged.

The commission payable to Convoy under the Broker Agreement constitutes continuing connected transaction of the Company under Rule 14A.31 of the Listing Rules and are therefore subject to reporting, announcement and annual review requirements under Rules 14A.35, 14A.49 and 14A.55 to 14A.59 of the Listing Rules, but is exempted from independent Shareholders' approval under Rule 14A.76(2) of the Listing Rules.

Reference is made to the announcement of Target Insurance (Holdings) Limited (the "Company") dated 1 March 2017 in relation to Broker Agreement with Convoy (the "Announcement"). Unless otherwise defined, capitalization terms used in this announcement shall bear the same meanings as those defined in the Announcement.

The Board announces that on 24 August 2017, Target entered into the Addendum with Convoy, pursuant to which content of schedule 1 to the Broker Agreement was amended. Under the Amended Schedule 1, certain new products were added and the range of commission rate payable to Convoy was changed from 15% up to 45% to 15% up to 50%. Other terms of the Broker Agreement and the annual caps of the commission payable to Convoy for each of the three years ending 31 December 2017, 2018 and 2019 remains unchanged.

REASONS FOR THE ADDENDUM

The purpose of the Addendum is to cater for the market trend and to increase the Group's competitiveness in general insurance business.

The Board (including the independent non-executive Directors) considers that the Addendum is entered into on normal commercial terms which were negotiated at arm's length basis, in the ordinary and usual course of business of the Group, fair and reasonable and in the interest of the Company and its Shareholders as a whole.

LISTING RULES REQUIREMENTS

The commission payable to Convoy under the Broker Agreement constitutes continuing connected transaction of the Company under Rule 14A.31 of the Listing Rules and are therefore subject to reporting, announcement and annual review requirements under Rules 14A.35, 14A.49 and 14A.55 to 14A.59 of the Listing Rules, but is exempted from independent Shareholders' approval under Rule 14A.76(2) of the Listing Rules.

GENERAL

The Group is principally engaged in writing motor and other general insurance in Hong Kong with leading market position on motor insurance for taxi and public light buses.

Target, a wholly-owned subsidiary of the Company, was incorporated in 1977, is one of the largest motor insurance companies in Hong Kong. Target offers high quality and professional insurance plans for our customers on taxi, public light buses, private cars, goods carrying vehicles and motorcycles, etc. Target is also authorized to carry on other general insurance business under the Insurance Companies Ordinance (Chapter 41, Laws of Hong Kong).

Convoy engages in the provision of insurance brokerage services.

By order of the Board

Target Insurance (Holdings) Limited Tse Kam Fai

Company Secretary

Hong Kong, 24 August 2017

As at the date of this announcement, the Board comprises six executive Directors, namely Dr. Cheung Haywood (Chairman), Mr. Lai Bing Leung, Mr. Chiu Sun Ting, Dr. Choi Chiu Fai Stanley, Mr. Muk Wang Lit, Jimmy (Chief Executive Officer) and Mr. Chan Hok Ching, and four independent non-executive Directors, namely Mr. Wan Kam To, Mr. Wong Shiu Hoi, Peter, Mr. Szeto Wai Sun and Mr. Yuen Tak Tim Anthony.