09:19     BRILLIANCE CHI<01114> - Ann. & Suspension of Trading (2)            

    The Offer                                                                 
                                                                              
    In respect of the Offer, the Board notes that the press articles raised   
    queries as to:                                                            
                                                                              
    ---   the time Huachen acquired the Foundation's interest in the          
    Company;                                                                  
                                                                              
    ---   the price at which Huachen acquired the Sale Shares from the        
    Foundation;                                                               
                                                                              
    ---   the intentions of the Offerors following the Offer.                 
                                                                              
    In relation to such queries, the Board advises that information in        
    relation to such queries has been set out in the Joint Announcement       
    and in particular quotes the following from the Joint Announcement:       
                                                                              
    Regarding the time Huachen acquired the Foundation's interests in the     
    Company                                                                   
                                                                              
    ``On 18 December 2002, Huachen and the Foundation entered into the        
    Principal Agreement. Pursuant to the terms of the Principal Agreement,    
    Huachen purchased a total of 1,446,121,500 Shares from the Foundation,    
    representing the Foundation's entire shareholding interest in the         
    Company.''                                                                
                                                                              
    ``... Following completion of the Principal Agreement, Huachen became     
    interested in 1,446,121,500 Shares, representing approximately            
    39.446 per cent. of the issued share capital of the Company.''            
                                                                              
    Regarding the price at which Huachen acquired Sale Shares from the        
    Foundation                                                                
                                                                              
    ``... the aggregate purchase price paid by Huachen to the Foundation      
    for the Sale Shares was HK$144,612,150, equivalent to HK$0.10 per         
    Share.''                                                                  
                                                                              
    Regarding the intention of the Offerors following the Offer               
                                                                              
    ``The directors of Huachen intend that the Company shall continue with    
    the existing businesses of the Group and do not intend to propose or      
    seek any major changes to the existing operations or management of        
    the Group. Huachen does not have any intention of injecting any assets    
    into the Company nor does it have any intention of disposing of or        
    transferring any of the Company's assets to Huachen or any other          
    party.                                                                    
                                                                              
    It is the intention of the Offerors to maintain the listing of the        
    Shares on the Stock Exchange and (in the form of ADSs) on the New York    
    Stock Exchange. The Offerors anticipate that the Company will             
    continue to be subject to the reporting and other informational           
    requirements of the Exchange Act. Appropriate steps will be taken by      
    the Offerors as soon as possible following the close of the Offer to      
    ensure that not less than 25 per cent. of the Shares will be held in      
    public hands so as to ensure compliance with Rule 8.08 of the Listing     
    Rules.''                                                                  
                                                                              
    Information contained in previous announcements made by the Company       
                                                                              
    In respect of information contained in previous announcements made        
    by the Company, the Board notes that the press articles raised queries    
    as to:                                                                    
                                                                              
    ---   the reasons for the dismissal of Mr. Yang as chairman of the        
    Company and the redesignation of management functions in June 2002;       
                                                                              
    ---   the impact on the Group of the alleged involvement of Mr. Yang,     
    a former director of the Company in economic crimes;                      
                                                                              
    ---   whether or not the announcement made by the Company dated 14        
    November 2002 (the ``14 November Announcement'') was made at the time     
    the Company was first made aware of the information disclosed therein.    
                                                                              
    The Board notes that the press articles also sought for an update of      
    the progress of the establishment of the joint venture with BMW and       
    the strategies of the Group following the Offer.                          
                                                                              
    Reasons for the dismissal of Mr. Yang as chairman of the Company and      
    the redesignation of management functions in June 2002