The board (the Board') of directors (the Director(s)) of Tian Yuan Group Holdings Limited announced that the group may enter into a joint venture agreement (the JV Agreement) with Fortune Oil PRC Holdings Limited (Fortune Oil PRC) pursuant to which the parties shall establish a joint venture company (the JV Company) that is expected to engage in the businesses of international energy trading, petrochemical trading and the investment in warehousing facilities which are located in Zhanjiang, The People's Republic of China (the PRC'), subject to the terms of the JV Agreement. Fortune Oil PRC is a limited liability company established in Hong Kong Special Administrative Region of the PRC, principally engages in investment and trading of energy resources related to oil and natural gas in the PRC. The authorised share capital of the JV Company upon incorporation is expected to be within HKD 3 million, of which approximately HKD 1.8 million (approximately 60%) will be contributed by the Group in cash. The Board would like to remind the Shareholders that there is no assurance that the JV Agreement will be signed by the parties concerned. The entering into of the JV agreement may or may not constitute a notifiable transaction under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. The Company will make further announcement in respect of the JV Agreement as and when appropriate to comply with the requirements of the Listing Rules. To the best knowledge, information and belief of the Directors, and having made all reasonable enquiries, Fortune Oil PRC and its ultimate beneficial owners are independent of the Company and its connected persons.