09:14 GUANGZHOU SHIP<00317> - Announcement 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. Guangzhou Shipyard Intl' Co., Ltd. (a joint stock company with limited liability incorporated in the People's Republic of China) Stock Code: 0317 ANNOUNCEMENT The Stock Exchange has granted the Company a conditional waiver from the strict compliance with Rule 3.24 of the Listing Rules for a period of 3 years from 31 December 2004. The Stock Exchange of Hong Kong Limited ("Stock Exchange") has granted Guangzhou Shipyard International Company Limited ("Company") a conditional waiver from the strict compliance with Rule 3.24 of the Rules Governing the Listing of Securities on the Stock Exchange ("Listing Rules") for a period of 3 years from 31 December 2004. According to Rule 3.24 of the Listing Rules, the Company must ensure that, at all times, it employs on a full time basis an individual whose responsibility includes oversight of the Company and its subsidiaries in connection with its financial reporting procedures and internal controls and compliance with the requirements under the Listing Rules with regard to financial reporting and other accounting related issues. Such individual must be a member of the senior management of the Company, and must be a qualified accountant and a fellow or associate member of the Hong Kong Society of Accountants (now known as Hong Kong Institute of Certified Public Accountants ("HKICPA")) or a similar body of accountants recognized by the HKICPA for the purpose of granting exemptions from the examination requirement for membership of the HKICPA ("HKICPA Qualifications"). Mr. Zeng Xiangxin ("Mr. Zeng"), the chief accountant of the Company, meets all the requirements of qualified accountant of the Company as set out in Rule 3.24 of the Listing Rule, except he does not possess the HKICPA Qualifications. The Company will therefore engage Mr. Li Chi Sing ("Mr. Li"), a practicing member of HKICPA, to assist Mr. Zeng in the discharge of the duties in the oversight of the Company's financial reporting procedures and internal controls. Subject to the arrangement as mentioned above being in place, the Stock Exchange has granted a waiver from the strict compliance with Rule 3.24 of the Listing Rules in favor of the Company. The waiver granted by the Stock Exchange will cease on the earliest of (i) 31 December 2007; (ii) the date Mr. Lis' service contract terminates; or (iii) the date when Mr. LI is no longer able to assist Mr. Zeng. In any of the situations mentioned, the Company is required to immediately inform the Stock Exchange and take remedial steps to comply with Rule 3.24 of the Listing Rules. By Order of the Board Guangzhou Shipyard Intl' Co., Ltd. Li Zhidong Company Secretary Guangzhou, January 17 2005 As at the date of this announcement, the Board of Directors of the Company is composed of eleven directors, namely executive directors Messrs. Hu Guoliang, Yu Baoshan, Han Guangde, Wang Yi, non-executive directors Messrs. Zhong Jian, Li Junfeng, Miao Jian, and independent non-executive directors Messrs. Wu Fabo, Bu Miaojin, David Hon To, Yu and Philip Pak Yiu, Yuen.