Sun Century Group Limited announced that an independent board committee which comprises Mr. Tou Kin Chuen and Dr. Wu Kam Fun Roderick, being all the independent non-executive directors, has been established in compliance with Rule 2.8 of the Takeovers Code and the Listing Rules to advise the independent shareholders as to whether the terms of the open offer (including the absence of excess application arrangement under the open offer), the underwriting agreement, the whitewash waiver and the set off are fair and reasonable and whether the open offer (including the absence of excess application arrangement under the open offer), the underwriting agreement and the set off are in the interests of the company and the independent shareholders as a whole, and to advise the independent shareholders on how to vote, taking into account the recommendations of the independent financial adviser.