09:34 HOPEFLUENT<00733> - Announcement & Resumption of Trading (3) place within two (2) business days from the date of the FF Placing Agreement or such other time, date and place as may be agreed by the parties thereto. CN PLACING AGREEMENT The CN Placing Agreement was made between China-net Holding Ltd. and Value Partners on 17 January 2005 pursuant to which China-net Holding Ltd. agreed to place and Value Partners agreed to procure the Funds to purchase 2,000,000 existing Shares at the Placing Price. Parties (1) China-net Holding Ltd. is wholly owned by Mr. Fu. Prior to the Placing and Subscription, China-net Holding Ltd. owned 8,100,000 Shares representing 4.5% of the existing issued share capital of the Company. Upon completion of the Placing and Subscription, China-net Holding Ltd. will own 6,100,000 Shares representing approximately 3.14% of the issued share capital of the Company as enlarged by the Subscription. (2) Value Partners, who will procure the Funds to purchase the 2,000,000 existing Shares. To the best knowledge and information of the Directors, Value Partners and the Funds are not connected persons (as defined in the Listing Rules) of the Company and are independent of and not connected with the Company and its connected persons. Placing price HK$1.38 per Share. The Placing Price was determined after arm's length negotiation between Fu's Family, China-net Holding Ltd., Best Hunt Group Limited and Value Partners. Placing shares 2,000,000 existing Shares placed represented approximately 1.11% of the existing issued share capital of the Company and will represent approximately 1.03% of the issued share capital of the Company as enlarged by the Subscription. Completion of the CN Placing Agreement The CN Placing Agreement is conditional upon the absence of any breach of the representations or warranties by China-net Holding Ltd. set out in the CN Placing Agreement. Completion of the placing is to take place within two (2) business day from the date of the CN Placing Agreement or such other time, date and place as may be agreed by the parties thereto. BH PLACING AGREEMENT The BH Placing Agreement was made between Best Hunt Group Limited and Value Partners on 17 January 2005 pursuant to which Best Hunt Group Limited agreed to sell and Value Partners agreed to procure the Funds to purchase 2,000,000 existing Shares at the Placing Price. Parties (1) Best Hunt Group Limited is wholly owned by Mr. Lo. Prior to the Placing and Subscription, Best Hunt Group Limited owned 8,100,000 Shares representing 4.5% of the existing issued share capital of the Company. Upon completion of the Placing and