10:09     EMPEROR IHL<02954> - Announcement & Resumption (1)                  

    The Stock Exchange of Hong Kong Limited takes no                          
    responsibility for the contents of this announcement,                     
    makes no representation as to its accuracy or                             
    completeness and expressly disclaims any liability                        
    whatsoever for any loss howsoever arising from or in                      
    reliance upon the whole or any part of the contents                       
    of this announcement.                                                     
                                                                              
    EMPEROR INTERNATIONAL HOLDINGS LIMITED                                    
    (Incorporated in Bermuda with limited liability)                          
    (Stock Code: 163)                                                         
                                                                              
    PLACING OF 129,490,000 EXISTING SHARES                                    
    AND SUBSCRIPTION OF 129,490,000 NEW SHARES                                
    REFRESHMENT OF GENERAL MANDATES                                           
    AND                                                                       
    RESUMPTION OF TRADING                                                     
                                                                              
    PLACING OF SHARES                                                         
    The Directors announced that Charron, a substantial                       
    shareholder of the Company, has agreed to place,                          
    through the Placing Agent 129,490,000 Shares to                           
    independent investors at a price of HK$1.80 per Share                     
    and Charron will subscribe for 129,490,000 new Shares                     
    at the price of HK$ 1.80 per Share. The Placing Shares                    
    amount to approximately 15% of the existing issued                        
    share capital of the Company of 863,293,520 Shares                        
    and approximately 13.04% of the share capital of                          
    992,783,520 Shares as enlarged by the Subscription.                       
                                                                              
    The net proceeds of the Subscription of about HK$228                      
    million will be applied as the general working capital                    
    and future business development of the Group.                             
                                                                              
    Completion of the Placing is unconditional. The                           
    Subscription is conditional upon the completion of                        
    the Placing and Stock Exchange granting the listing                       
    of all of the Shares of the Subscription.                                 
                                                                              
    RESUMPTION OF TRADING                                                     
    At the request of the Company, trading in the Shares                      
    on the Stock Exchange was suspended with effect from                      
    9:30 a.m. on 5th January 2005 pending the release of                      
    this announcement. Application has been made by the                       
    Company for the resumption of trading in the Shares                       
    on the Stock Exchange with effect from 9:30 a.m. on                       
    7th January 2005.                                                         
                                                                              
    THE PLACING AGREEMENT                                                     
    Vendor                                                                    
    Charron, the controlling shareholder of the Company,                      
    holding 645,674,750 Shares, representing about                            
    74.79% of the existing issued share capital of the                        
    Company.                                                                  
                                                                              
    Placing agent                                                             
    China Everbright Securities (HK) Limited, agrees with                     
    Charron to procure on best endeavour basis, placees                       
    ("Placees") to acquire 86,320,000 existing Shares                         
    with an option to acquire up to 43,170,000 additional                     
    existing Shares from Charron. The Placing Agent will                      
    receive a placing commission in aggregate of 2% on                        
    the gross proceeds of the Placing Shares being placed.                    
    The Company has been informed by the Placing Agent                        
    that it has successfully procured placees for an                          
    aggregate of 129,490,000 existing Shares as at the                        
    date of this announcement. The Placing Agent is not                       
    a connected person (as defined in the Listing Rules).                     
                                                                              
    Independence of Placees                                                   
    The Placees (not less than six independent individual                     
    and/or institutional investors) are independent of,                       
    not connected with the directors, chief executive and                     
    substantial shareholders of the Company, and any of                       
    their subsidiaries or any of their respective                             
    associates (as defined in the Listing Rules). The                         
    Directors are not aware of the emergence of any new                       
    substantial shareholders resulting from the Placing.                      
                                                                              
    Placing price                                                             
    HK$1.80 per Share. It represents:-                                        
                                                                              
    a)   a discount of about 5.76% to the closing price                       
    of HK$1.91 per Share as quoted on the Stock Exchange                      
    on 4th January 2005, being the last trading day before                    
    the publication of this announcement; and