10:24 CONTINENTAL H<00513>-Announcement & Resumption of Trading(2) (c) the remaining balance of HK$153 million shall be paid by the Purchaser to the Vendor upon Completion. The Consideration was determined after arm's length negotiations between the Vendor and the Purchaser with reference to the carrying value inclusive of surplus of revaluation of the Property of approximately HK$180 million as at 30 June 2004. The Consideration represents a premium of approximately 11.84% over the audited carrying value exclusive of surplus of revaluation of the Property of approximately HK$152 million as at 30 June 2004 and a discount of approximately 5.56% to the carrying value inclusive of surplus of revaluation of the Property as aforesaid. Completion: Completion is subject to and conditional upon (i) the passing of a resolution by the Shareholders approving the entering into and implementation of the transactions contemplated under the Provisional Agreement at the EGM and (ii) the Vendor having showed, proved and given a good and marketable title to the Property. If the above conditions are not fulfilled on or before 28 February 2005, all deposits paid shall be refunded by the Vendor to the Purchaser without interest within 3 working days and all liabilities of the parties to the Provisional Agreement shall forthwith be determined and shall cease to have any further effect. In such event, the parties shall, at the cost of the Vendor, enter into and execute, and cause to be registered at the Land Registry, a memorandum signifying the determination of the sale and purchase of the Property. The Provisional Agreement is legally binding on both parties. The Vendor must sell and the Purchaser must purchase the Property. Should any party fail to complete the sale and purchase in the manner contained in the Provisional Agreement, the other party shall have full right to sue for specific performance in lieu of or in addition to claim for all losses and damages. INFORMATION ON THE PROPERTY AND THE PURCHASER The Property is No. 31 Tin Hau Temple Road, Hong Kong (the Remaining Portion of Section A of Inland Lot No. 5388) and the entire 27-storey residential building erected thereon. The Vendor started redevelopment of the land since 1999 and completed the aforesaid building in late 2003. The total gross floor area of the aforesaid building is approximately 41,522 square feet. As of today, sales activity has not yet commenced and the Property is still vacant. The Property was treated as an investment property in the audited consolidated financial statements of the Group for the year ended 30 June 2004. The audited carrying value exclusive of surplus of revaluation of the Property as at 30 June 2004 was approximately HK$152 million and the carrying value inclusive of surplus of revaluation of the Property as at 30 June 2004 was approximately HK$180 million. The Purchaser is principally engaged in property investment and development. To the best of the knowledge, information and belief of the Directors, after having made all reasonable enquiries, the Purchaser and its ultimate beneficial owners are Independent Third Parties and neither of them nor their respective associates has any shareholding in the Company as at the date of this announcement. Accordingly, no Shareholder will be required to abstain from voting at the EGM. REASONS FOR THE DISPOSAL