09:42 BEAUFORTE INV<00021> - Announcement (2) (2) the balance amount of HK$2 million, representing 17% of the total capital contribution amount, shall be paid within 24 months from the day on which Century Energy has obtained a new business licence. The total capital contribution amount of HK$12 million will be funded by the proceeds from the disposal of Grand Noble Group Limited received by the Group up to the date of this announcement (reference is made to the Company's announcement dated 19 October 2004, 8 December 2004 and 15 December 2004 and the circular dated 19 November 2004). As stated in the announcement of the Company dated 19 October 2004, the net proceeds from the disposal of Grand Noble Group Limited of approximately HK$270 million were intended to be applied as to HK$250 million for treasury and investment, and HK$18 million for additional working capital. Board representation After the Investment, the board of directors of Century Energy will comprise seven directors. Eastern Energy is entitled to appoint one director to the board of directors of Century Energy. Length of joint venture period The joint venture period is 50 years from date of incorporation of Century Energy. 2. INFORMATION ON CENTURY ENERGY Century Energy was incorporated on 25 December 2001 with limited liability in the PRC and is intended to engage in the development of coal and chemical products related projects and sales of paper related products. It is stipulated in the JV Agreement that Century Energy will undertake a project in relation to the recycle of the afterheat generated by the coke to generate electricity. The business of development of coal and chemical products related projects is a new business goal of Century Energy and up to the date of this announcement, Century Energy has not generated any revenue in respect of such new business. Registered capital and total investment The registered capital of Century Energy is, and upon completion of the Investment, will be, held by the parties as follows: Before Immediate the ly after Investmen the t Investmen t Sharehold Capital Percentag Capital Percentag ers amount e of amount e of holding holding RMB HK$ RMB HK$ million million million million Shangdong 40.0 38.1 40% 40.0 38.1 35.5% Risen Shenyang 20.0 19.0 20% 20.0 19.0 17.8% Tianqin Shenzhen 40.0 38.1 40% 40.0 38.1 35.5% Tianqin Eastern - - - 12.6 12.0 11.2% Energy 100.0 95.2 100% 112.6 107.2 100% The amount of the total investment of Century Energy as stipulated in the JV Agreement is RMB142.4 million (equivalent to approximately HK$135.6 million). It is the intention of the joint venture partners of Century Energy that the difference between the total investment and the registered capital will be made up by bank financings. Accordingly, no further capital commitment is expected to be incurred by the Group in respect of the Investment (other than the HK$12 million referred to above) for the time being. Should the joint venture parties agree to increase the amount of the total investment and/or the registered capital of Century Energy in the future, the Company will comply with the necessary reporting, publication and/or shareholders' approval requirements under Chapters 14 and 14A of the Listing Rules. Financial information The unaudited net profit and total assets as set out in the management accounts of Century Energy for the two years ended 31 December 2003 and the eleven months ended 30 November 2004 (as prepared in accordance with generally accepted accounting principles in the PRC) are as follows: