09:19     CHINA UNITED<00273>-Announcement & Resumption of Trading (3)        

                                   Agreement with the Founders                
                                   and Vision                                 
                                   Gate.                                      
                                                                              
    There are no other conditions precedent which are required to be          
    satisfied prior to completion of the Verbal Agreement.                    
                                                                              
    If shareholders approve the FM Transactions but not the Placing at        
    the EGM, the Company intends to fund its obligation under the New         
    Found Macau Loan by internal resources, equity or debt fund raising       
    exercises or a combination thereof depending on market conditions.        
                                                                              
    If the terms of the New Shareholders Agreement when executed are          
    materially different to that set out below, the Company will notify       
    Shareholders by way of an announcement.                                   
                                                                              
    The shareholding structure of Found Macau on completion of the            
    Verbal Agreement will be:-                                                
                                                                              
    (1)                                                                       
    The Founders - 69% (to be held by Lao Hin Chun as to 19%, Filipe Lau      
    as to 30% and Lourenco Cheong as to 20%)                                  
                                                                              
    (2)                                                                       
    Alpha Aim - 30%                                                           
    (3)                                                                       
    Vision Gate - 1%                                                          
    The Verbal Agreement has not been reduced to writing yet.                 
    THE NEW SHAREHOLDERS AGREEMENT                                            
    Parties to the agreement:       (1) Found Macau  (2) the                  
                                   Founders  (3) Alpha Aim  (4)               
                                   Vision                                     
                                   Gate                                       
                                                                              
                                                                              
                                                                              
    The New Shareholders Agreement will provide certain minority              
    protections (e.g. reserved matters, matters relating to board and         
    shareholders' meetings and other provisions relating to the rights        
    and obligation of the shareholders. The principal terms of the New        
    Shareholders Agreement are set out below.                                 
                                                                              
    The major differences between the Shareholders Agreement and the New      
    Shareholders Agreement are that:-                                         
                                                                              
    (i)                                                                       
    the repurchase mechanism for the new investors under the                  
    Shareholders Agreement is replaced with the structure set out in the      
    section headed `New Investors' below;                                     
                                                                              
    (ii)                                                                      
    the New Shareholders Agreement will not terminate on any shareholder      
    holding more than 50% of the issued share capital of Found Macau;         
                                                                              
    (iii)                                                                     
    the mechanism for repayment of shareholders' loan is simplified as        
    set out below; and                                                        
                                                                              
    (iv)                                                                      
    the timing of the location of new FM Investors to provide                 
    shareholders loans is changed to 31st March, 2005 (or such other date     
    as the shareholders of Found Macau other than the Founders may            
    agree).                                                                   
                                                                              
    Board of directors of Found Macau                                         
    Each shareholder is entitled to nominate one person to the board of       
    directors of Found Macau for every 10 FM Shares held by it. The           
    present directors of Found Macau are Lao Hin Chun, Filipe Lau and         
    Lourenco Cheong. Alpha Aim will have the right (but no obligation) to     
    nominate three persons to the board of directors of Found Macau.          
                                                                              
    New Investors                                                             
    The shareholders of Found Macau must use all reasonable endeavours        
    to locate by 31st March, 2005 (or such other date as the shareholders     
    of Found Macau other than the Founders may agree) new FM Investors to     
    invest up to HK$500 million (including the New Found Macau                
    Shareholders Loan and the shareholders loan of HK$5 million to be         
    made by Vision Gate) by way of shareholders loans in Found Macau, on      
    the same terms as the New Found Macau Loan (save as to amount and how     
    it is to be satisfied). In the event that FM Investors are located,       
    the Founders will sell the relevant number of FM Shares to the FM         
    Investors at par value and each Investor is required to contribute        
    HK$5,000,000 as shareholders loan for each FM Share acquired. The         
    shareholders loans are to be advanced to Found Macau on demand.           
                                                                              
    It is the present intention of the shareholders of Found Macau that       
    the new investors will be located by the end of March 2005. No new        
    investor has confirmed its investment in Found Macau, so the Company      
    is not in a position to comment on whether any of them are connected      
    persons of the Company at this stage.                                     
                                                                              
    The purpose of this arrangement is to allow Alpha Aim to maintain a