09:36     CHINA SCI-TECH<00985> - Announcement & Resumption (3)               

    rank pari passu amongst themselves and with Shares in issue at the        
    time of the issue and allotment of the Top-Up Subscription Shares.        
                                                                              
    Conditions                                                                
    The Top-Up Subscription is conditional upon:                              
    (a)                                                                       
    the Listing Committee of the Stock Exchange granting the listing of,      
    and permission to deal in, the Top-Up Subscription Shares; and            
                                                                              
    (b)                                                                       
    completion of the Placing.                                                
    The Top-Up Subscription Agreement does not provide either party the       
    rights to waive the above conditions.                                     
                                                                              
    Application will be made to the Stock Exchange to grant the listing       
    of, and permission to deal in, the Top-Up Subscription Shares.            
                                                                              
    Completion                                                                
    Under the Listing Rules, the Top-Up Subscription must be completed        
    within 14 days from the date of the Placing Agreement, that is, on or     
    before 21 January 2005.                                                   
                                                                              
    In the event that the conditions to the Top-Up Subscription               
    Agreement are not fulfilled by 21 January 2005, the Company and the       
    Vendor may elect, subject to compliance with all requirements in          
    relation to connected transactions under the Listing Rules, to            
    postpone completion of the Top-Up Subscription to a later date to be      
    agreed between the Company and the Vendor.                                
                                                                              
    Shareholders should note that completion of the Top-Up Subscription       
    Agreement is conditional. Shareholders and potential investors should     
    exercise caution when dealing in the Shares.                              
                                                                              
    EFFECTS ON SHAREHOLDING STRUCTURE                                         
                        Existing            Immediate           Immediate     
                                            ly after            ly after      
                                            completio           completio     
                                            n of                n of          
                                            Placing             Placing       
                                            but                 and           
                                            before              Top-Up        
                                            Subscript           Subscript     
                                            ion                 ion           
              Shares    %         Shares    %         Shares    %             
                                                                              
    Dollar    1,182,944 9.29%     1,182,944 9.29%     1,182,944 7.80%         
    Group     ,000                ,000                ,000                    
    Limited                                                                   
    (note 1                                                                   
    and                                                                       
    4)                                                                        
    Dr. Ho    935,750,0 7.35%     935,750,0 7.35%     935,750,0 6.17%         
    Hung Sun  00                  00                  00                      
    Stanley                                                                   
    (note                                                                     
    4)                                                                        
                                                                              
    Vendors                                                                   
    - Kaison  1,669,624 13.11%    0         0.00%     1,669,624 11.00%        
    Limited   ,000                                    ,000                    
    (Note                                                                     
    2)                                                                        
    -         834,812,0 6.55%     66,962,00 0.52%     834,812,0 5.50%         
    Everfull  00                  0                   00                      
    Internati                                                                 
    onal                                                                      
    Limited                                                                   
    (Note 3)                                                                  
    Placees   0         0.00%     2,437,474 19.14%    2,437,474 16.06%        
                                  ,000                ,000                    
    Public    8,114,242 63.70%    8,114,242 63.70%    8,114,242 53.47%        
              ,004                ,004                ,004                    
                                                                              
    Total     12,737,37 100%      12,737,37 100.00%   15,174,84 100.00%       
              2,004               2,004               6,004                   
                                                                              
                                                                              
                                                                              
                                                                              
    Note:                                                                     
    1.                                                                        
    Dollar Group Limited is ultimately and beneficially owned by              
    Heritage International Holdings Limited which is listed on the Stock      
    Exchange (stock code: 412).                                               
                                                                              
    2.                                                                        
    Kaison Limited is beneficially owned by Mr. Zhao and Ms. Guo as to        
    50% and 50% respectively.                                                 
                                                                              
    3.                                                                        
    Everfull International Limited is a wholly owned subsidiary of Hubei      
    Enterprises Limited which is incorporated in Hong Kong. Yan Cunzeng,      
    as controlling shareholder of Hebei Enterprises Limited, is then          
    deemed to be interested in the Shares.