10:10 <00201><00219><00253>-Joint Ann & Resumption of Trading (7) above, the Acquisition as contemplated by the Provisional Agreement constitutes a major transaction for both Magnificent Estates and Shun Ho Technology under the Listing Rules and also constitutes a very substantial acquisition for Shun Ho Resources under the Listing Rules and therefore has to be made conditional upon shareholders' approval. Although shareholders' approval for the Acquisition is required pursuant to Rule 14.40 of the Listing Rules, written approval of the Acquisition has already been obtained by Magnificent Estates from Shun Ho Technology who holds 3,414,444,905 Magnificent Estates Shares, representing approximately 62.5% of the entire issued share capital of Magnificent Estates. Written approval of the Acquisition has also been obtained by Shun Ho Technology from Omnico Company Inc., who holds 269,485,937 Shun Ho Technology Shares, representing approximately 50.2% of the entire issued share capital of Shun Ho Technology. Omnico Company Inc. is a wholly-owned subsidiary of Shun Ho Resources. As such, the above shareholders of Magnificent Estates and Shun Ho Technology together control more than 50% in the nominal value of the securities giving the right to attend and vote at general meetings of the respective companies. As no shareholders of either Magnificent Estates or Shun Ho Technology are required to abstain from voting at a general meeting to approve the Acquisition, subject to a clean audit opinion in the required accountants' reports (which will be included in the relevant circulars to be despatched to respective shareholders), such written shareholders' approval will be accepted in lieu of a majority vote at a general meeting of Magnificent Estates and Shun Ho Technology. For Shun Ho Resources, as the Acquisition as contemplated by the Provisional Agreement constitutes a very substantial acquisition, pursuant to Rule 14.49 of the Listing Rules, such Acquisition has to be made conditional on shareholders' approval. Although the board of directors of Shun Ho Resources will convene an extraordinary general meeting of the Shun Ho Resources Shareholders, no shareholders are required to abstain from voting and written confirmation has already been obtained by Shun Ho Resources from Trillion Resources Limited, who holds 154,006,125 Shun Ho Resources Shares, representing approximately 50.6% of the issued share capital of Shun Ho Resources and who will exercise its voting rights so as to ensure that the resolution for approving the Acquisition and the transactions contemplated thereunder will be duly passed. Shun Ho Resources will ensure that the extraordinary general meeting of the Shun Ho Resources Shareholders shall be held prior to Completion. Separate circulars containing further particulars of the Acquisition and other information as required under the Listing Rules will be despatched to the Magnificent Estates Shareholders and the Shun Ho Technology Shareholders for information purposes as soon as practicable. In the event that the audit opinion as contained in the required accountants' reports (which are required to be produced under the Listing Rules) are qualified and the written shareholders' approval is not accepted in lieu of a majority vote at a general meeting of Magnificent Estates and Shun Ho Technology, notices of extraordinary general meetings of the Magnificent Estates Shareholders and the Shun Ho Technology Shareholders will also be included in such circulars. A circular containing further particulars of the Acquisition, other information as required under the Listing Rules together with notice of the extraordinary general meeting of the Shun Ho Resources Shareholders will be despatched to the Shun Ho Resources Shareholders as soon as practicable. RESUMPTION OF TRADING At the request of the Companies, trading in the Magnificent Estates Shares, Shun Ho Technology Shares and Shun Ho Resources Shares on the Stock Exchange have been suspended from 9:30 a.m. on 29 December 2004 pending the release of this announcement. Application has been made by the Companies to the Stock Exchange for resumption of trading in the Magnificent Estates Shares, Shun Ho Technology Shares and Shun Ho Resources Shares on the Stock Exchange with effect from 9:30 a.m. on 12 January 2005. DEFINITIONS In this announcement, the following expressions have the following meanings, unless the context requires otherwise: "Acquisition" the acquisition of the Sale Assets by the Purchaser pursuant to the terms of the Provisional Agreement purchase agreement dated 11 January 2005 entered into by DHE and AHB `Sale Shares' 500,000 ordinary shares of par value HK$100.00 each in the share capital of DHI `Stock Exchange' The Stock Exchange of Hong Kong Limited By Order of the Board Stella Lo Sze Man Company Secretary Hong Kong, 11 January 2005