09:31     UPBEST GROUP<00335> - 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.                                                     
                                                                              
    UPBEST GROUP LIMITED                                                      
    (Incorporated in the Cayman Islands with limited                          
    liability)                                                                
    (Stock Code: 00335)                                                       
                                                                              
    PLACING OF EXISTING SHARES                                                
    TOP-UP SUBSCRIPTION OF NEW SHARES                                         
    AND                                                                       
    RESUMPTION OF TRADING                                                     
                                                                              
    Joint Placing Agents                                                      
                                                                              
    UPBEST SECURITIES COMPANY LIMITED                                         
                                                                              
    SUN HUNG KAI INTERNATIONAL LIMITED                                        
                                                                              
    On 18 January 2005, the Vendor entered into the Placing                   
    Agreement and the Top-up Subscription Agreement with                      
    the Joint Placing Agents and the Company respectively.                    
    Pursuant to the Placing Agreement, the Vendor agreed                      
    to place, through the Joint Placing Agents an                             
    aggregate of 108,754,000 existing Shares, on a fully                      
    underwritten basis, to not fewer than six placees                         
    (being independent individual, corporation and/or                         
    institutional investors to be identified by the Joint                     
    Placing Agents and who will be independent third                          
    parties not connected with the directors, chief                           
    executive or substantial shareholders of the Company                      
    or any of its subsidiaries or associates of any of                        
    them), at a price of HK$1.42 per Share. Pursuant to                       
    the Top-Up Subscription Agreement, the Vendor                             
    conditionally agreed to subscribe for an aggregate                        
    of 108,754,000 new Shares at a price of HK$1.42 per                       
    Share.                                                                    
                                                                              
    The Placing Shares (or the Top-Up Subscription Shares)                    
    of 108,754,000 Shares represent approximately 9.71%                       
    of the Company's existing share capital and                               
    approximately 8.85% of the issued share capital as                        
    enlarged by the Top-Up Subscription.                                      
                                                                              
    The Placing Price (or the Top-Up Subscription Price)                      
    of HK$1.42 represents (i) a discount of approximately                     
    18% to the closing price of the Shares of HK$1.73                         
    quoted on the Stock Exchange on 13 January 2005, being                    
    the date prior to the suspension; (ii) a discount of                      
    approximately 13% to the average closing price of the                     
    Shares of HK$1.64 quoted on the Stock Exchange for                        
    the five consecutive trading days immediately before                      
    and including 13 January 2005; and (iii) a discount                       
    of approximately 11% to the average closing price of                      
    the Shares of HK$1.59 quoted on the Stock Exchange                        
    for the ten consecutive trading days immediately                          
    before and including 13 January 2005.                                     
                                                                              
    The gross proceeds from the Top-Up Subscription will                      
    be approximately HK$154 million and net proceeds from                     
    the Top-Up Subscription of approximately HK$148                           
    million will be used as future potential investment                       
    and general working capital.                                              
                                                                              
    The Placing is unconditional. The Top-Up Subscription                     
    is conditional, among other things, (1) the Listing                       
    Committee of the Stock Exchange granting the listing                      
    of, and permission to deal in the Top-Up Subscription                     
    Shares and (2) completion of the Placing.                                 
                                                                              
    At the request of the Company, dealings in the Shares                     
    on the Stock Exchange were suspended with effect from                     
    14 January 2005 on 9:30 a.m. pending for the release                      
    of an announcement regarding price sensitive                              
    transaction. Application has been made for the                            
    resumption of trading on the Stock Exchange with                          
    effect from 19 January 2005 on 9:30 a.m..                                 
                                                                              
    PLACING AGREEMENT DATED 18 JANUARY 2005                                   
    (1)   Parties Involved                                                    
    The Vendor                                                                
    CCAA Group Limited (the "Vendor")