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retirement and election of directors and supervisors

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					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.

(A sino-foreign joint venture joint stock limited company incorporated in the People’s Republic of China)

(Stock Code: 588)

RETIREMENT AND ELECTION OF DIRECTORS AND SUPERVISORS
The board of directors (the “Board”) of Beijing North Star Company Limited (the “Company”) comprises seven directors (the “Director(s)”) of the Company including four executive Directors and three independent non-executive Directors, while the supervisory committee (the “Supervisory Committee”) of the Company comprises three supervisors (“Supervisor(s)”) of the Company including two Supervisors representing the shareholders (“Shareholder(s)”) of the Company and one Supervisor representing the staff and workers of the Company. According to the Articles of Association of the Company, the term of office of each of the Directors and Supervisors of the current term will expire on the date of the 2009 annual general meeting (the “AGM”) and will be eligible for re-election. Three independent non-executive Directors of the Company, Mr. MENG Yan, Mr. YU Jing-Song and Mr. FU Yiu-Man, Peter have notified the Company that due to the reason that the re-election of independent non-executive Directors shall not exceed six years pursuant to the requirements of China Securities Regulatory Committee, they will retire from office as independent non-executive Directors on the date of the AGM and will not seek for re-election. Mr. MENG Yan will cease to be a member and the chairman of the audit committee and remuneration committee of the Company upon his retirement simultaneously. Mr. YU Jing-Song and Mr. FU Yiu-Man, Peter will also cease to be members of the audit committee and remuneration committee of the Company upon their retirements simultaneously. Mr. MENG Yan, Mr. YU Jing-Song and Mr. FU Yiu-Man, Peter have confirmed that they have no disagreement with the Board and there are no other matters in relation to their retirements that need to be brought to the attention of the Shareholders.

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The Board would like to express gratitude to Mr. MENG Yan, Mr. YU Jing-Song and Mr. FU YiuMan, Peter for their contributions to the Company during their tenure of office. Save for the three independent non-executive Directors, all other retiring executive Directors and Supervisors will be eligible for re-election. The Board has nominated Mr. HE Jiang-Chuan, Ms. ZHAO Hui-Zhi, Mr. LIU Jian-Ping and Mr. CHEN Ji, all being retiring executive Directors, as candidates for the election as executive Directors for the term of office commencing from the date of the AGM to the annual general meeting of the Company for 2012 (“Next Term”). As mentioned above, Mr. MENG Yan, Mr. YU Jing-Song and Mr. FU Yiu-Man, Peter will retire as independent non-executive Directors on the date of AGM and will not seek for re-election. The Board has therefore nominated, Mr. LONG Tao, Mr. GAN PeiZhong and Mr. WONG Yik Chung as candidates of the new independent non-executive Directors for the Next Term. The Company will convene a meeting of the Board upon the election of the independent non-executive Directors for the Next Term to elect the newly elected independent non-executive Directors to be members/chairman of the audit committee and remuneration committee of the Company, respectively. The Company will make further announcement in respect of these elections as and when appropriate. The Supervisory Committee has nominated Mr. HE Wen-Yu and Mr. CHEN Yuan-Chao, being all the retiring Supervisors representing the Shareholders as candidates for election as Supervisors representing the Shareholders for the Next Term. The meeting of staff and workers of the Company have nominated Mr. LIU Yao-Zhong, being a retiring Supervisor representing the staff and workers, as a candidate for election as Supervisor representing the staff and workers for the Next Term. The AGM will be held on 19 May 2009. A circular containing, among other things, details of the proposed election of Directors and Supervisors will be despatched to the Shareholders as soon as possible.

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The biographic details of Mr. LONG Tao, Mr. GAN Pei-Zhong and Mr. WONG Yik Chung proposed as the candidates of the new independent non-executive Directors for the Next Term are as follows: Mr. LONG Tao, aged 57, graduated from Research Institute for Fiscal Science, Ministry of Finance, majoring in accounting. Mr. LONG holds a master’s degree in economics. He had served at Accountancy Division of Central University of Finance and Economics, and New York office of KPMG Peat Marwick. Mr. LONG had acted as a member of Securities Issue and Approval Committee of CSRC and member of Chinese accounting expert panel for China-Hong Kong Securities Team. Mr. LONG is currently an associate professor of the Accountancy Division of Central University of Finance and Economics and the Chairman of Beijing Haiwen Investment Consultants Inc. Mr. LONG has extensive knowledge and experience in corporate finance, accounting, audit, assets appraisal, restructuring of enterprise and listing. Mr. LONG also serves as the independent non-executive director of Qingling Motors Co. Ltd. (listed on The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”), stock code: 1122) and the independent director of AsiaInfo Holdings Inc. (listed on NASDAQ, NASDAQ: ASIA). Mr. LONG retired as the independent non-executive director of Beijing Capital International Airport Co., Ltd. (listed on the Hong Kong Stock Exchange, stock code: 694) on 12 June 2008. Saved as disclosed above, Mr. LONG did not hold any directorship in other listed public companies in the past three years. Save as the above which states that the new independent non-executive Directors are to be elected as members/chairman of the audit committee and remuneration committee of the Company, it is expected that Mr. LONG will not hold any other positions with the Company and its subsidiaries (collectively the “Group”). Mr. LONG has no interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance. Mr. LONG does not have any relationship with any other Directors, senior management, substantial Shareholders or controlling Shareholders of the Company. Mr. LONG’s term of office will commence from the date of the AGM to the date of the annual general meeting of the Company for 2012. Pursuant to the authorization to be given by the Shareholders at the AGM, the Company will enter into a service contract with Mr. LONG. Any remuneration of Mr. LONG will be determined in accordance with the terms and conditions of the contract aforementioned and having regard to his duties and responsibilities with the Company, the Company’s remuneration policy and the performance and profitability of the Company. The Director’s fee of Mr. LONG is expected to be approximately RMB86,000 per annum.

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In relation to the election of Mr. LONG as an independent non-executive Director, save as disclosed above, there are no other matters which need to be brought to the attention of the Shareholders, and there is no information required to be disclosed pursuant to any of the requirements of the provisions under Rule 13.51(2)(h) to 13.51(2)(v) of the Rules Governing the Listing of Securities on the Stock Exchange (the “Listing Rules”). Mr. GAN Pei-Zhong, aged 53, graduated from Beijing University majoring in law. He holds a doctor’s degree in laws. Mr. GAN is currently a professor of Beijing University Law School, a tutor of Ph.D. students and standing vice-chairman of China Securities Law Association. Mr. GAN has extensive experience in economic law, enterprise law, company law and bankruptcy law. He has published many works in laws and dozens of academic papers. In addition, Mr. GAN had participated in the revisions to the Company Law and Law of Partnership Enterprises. Mr. GAN did not hold any directorship in other listed public companies in the past three years. Save as the above which states that the new independent non-executive Directors are to be elected as members/chairman of the audit committee and remuneration committee of the Company, it is expected that Mr. GAN will not hold any other positions with the Group. Mr. GAN has no interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance. Mr. GAN does not have any relationship with any other Directors, senior management, substantial Shareholders or controlling Shareholders of the Company. Mr. GAN’s term of office will commence from the date of the AGM to the date of the annual general meeting of the Company for 2012. Pursuant to the authorization to be given by the Shareholders at the AGM, the Company will enter into a service contract with Mr. GAN. Any remuneration of Mr. GAN will be determined in accordance with the terms and conditions of the contract aforementioned and having regard to his duties and responsibilities with the Company, the Company’s remuneration policy and the performance and profitability of the Company. The Director’s fee of Mr. GAN is expected to be approximately RMB86,000 per annum. In relation to the election of Mr. GAN as an independent non-executive Director, save as disclosed above, there are no other matters which need to be brought to the attention of the Shareholders, and there is no information required to be disclosed pursuant to any of the requirements of the provisions under Rule 13.51(2)(h) to 13.51(2)(v) of the Listing Rules.

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Mr. WONG Yik Chung, aged 41, graduated from University of Melbourne with a bachelor’s degree in business, majoring in accounting, economics and securities laws. He had served at PricewaterhouseCoopers Zhong Tian CPAs Co. Ltd., Ernst & Young and Deloitte & Touche Corporate Finance Limited. Mr. WONG is currently the founder, executive director and senior consultant of TMF Group/Vantage consulting company. He has extensive experience in financial management and capital investment. Mr. WONG is concurrently an independent non-executive director of Golden Resources Development International Limited (listed on the Hong Kong Stock Exchange, stock code: 0677), EcoGreen Fine Chemicals Group Limited (listed on the Hong Kong Stock Exchange, stock code: 2341) and the independent director of Yangguang Co., Ltd. (listed on the Shenzhen Stock Exchange, securities code: 000608). Save as disclosed above, Mr. WONG did not hold any directorship in other listed public companies in the past three years. Save as the above which states that the new independent non-executive Directors are to be elected as members/chairman of the audit committee and remuneration committee of the Company, it is expected that Mr. WONG will not hold any other positions with the Group. Mr. WONG has no interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance. Mr. WONG does not have any relationship with any other Directors, senior management, substantial Shareholders or controlling Shareholders of the Company. Mr. WONG’s term of office will commence from the date of the AGM to the date of the annual general meeting of the Company for 2012. Pursuant to the authorization to be given by the Shareholders at the AGM, the Company will enter into a service contract with Mr. WONG. Any remuneration of Mr. WONG will be determined in accordance with the terms and conditions of the contract aforementioned and having regard to his duties and responsibilities with the Company, the Company’s remuneration policy and the performance and profitability of the Company. The Director’s fee of Mr. WONG is expected to be approximately RMB86,000 per annum.

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In relation to the election of Mr. WONG as an independent non-executive Director, save as disclosed above, there are no other matters which need to be brought to the attention of the Shareholders, and there is no information required to be disclosed pursuant to any of the requirements of the provisions under Rule 13.51(2)(h) to 13.51(2)(v) of the Listing Rules. By order of the Board Beijing North Star Company Limited HE Jiang-Chuan Chairman Beijing, the PRC, 18 March 2009 As at the date of this announcement, the Board comprises 7 directors, of which Mr. HE JiangChuan, Ms. ZHAO Hui-Zhi, Mr. LIU Jian-Ping, Mr. CHEN Ji are executive Directors and Mr. MENG Yan, Mr. YU Jing-Song and Mr. FU Yiu-Man, Peter are independent non-executive Directors. The Chinese version of this announcement shall prevail over the English version in case of any inconsistency.

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