09:54     EMPEROR (CHINA)<00296> & EMPEROR (CHINA)<02955> - Ann. (2)          

    Current liabilities                                                       
    Accrued charges and other payables   191   -   191                        
    Bank overdraft   -   839   1   839                                        
                                                                              
    191   839   1,030                                                         
                                                                              
    Net current assets (liabilities)   522   (1,000)                          
    (478)                                                                     
                                                                              
    379,113   132,599   511,712                                               
                                                                              
    Capital and reserves                                                      
    Share capital   11   10   2   21                                          
    Reserves   364,277   132,589   2   496,866                                
                                                                              
    364,288   132,599   496,887                                               
                                                                              
    Non-current liabilities                                                   
    Amount due to a related company   9,292   -   9,292                       
    Deferred taxation   5,533   -   5,533                                     
                                                                              
    14,825   -   14,825                                                       
                                                                              
    379,113   132,599   511,712                                               
                                                                              
    Notes:                                                                    
                                                                              
    1.   The Group will acquire the Vessel at a                               
    consideration of US$17 million, which will be                             
    satisfied by the allotment and issue of Vessel                            
    Consideration Shares, being 104,409,000 new Shares                        
    by the Company to the Vessel Vendor at a price of                         
    HK$1.27 per Share. In connection with the Vessel                          
    Acquisition, the Group will be required to incur                          
    incidental costs of approximately HK$1,000,000. The                       
    pro forma adjustments reflect the increase in the                         
    carrying value of the Vessel of approximately                             
    HK$133,599,000 and the payment of the incidental costs                    
    of approximately HK$1,000,000 as a result of the                          
    Vessel Acquisition as if the Vessel Acquisition has                       
    taken place on 30th September, 2004.                                      
                                                                              
    2.   The consideration for the Vessel Acquisition of                      
    US$17 million will be settled by the allotment and                        
    issue of Vessel Consideration Shares, being                               
    104,409,000 new Shares of HK$0.0001 each by the                           
    Company to the Vessel Vendor at a price of HK$1.27                        
    per Share. The pro forma adjustments reflect the                          
    increase in share capital and the share premium                           
    accounts.                                                                 
                                                                              
    Unaudited pro forma income statement for the six                          
    months ended 30th September, 2004                                         
                                                                              
    The Group   Pro forma adjustments   Notes   Pro forma                     
    combined total                                                            
    HK$'000   HK$'000   HK$'000                                               
                                                                              
    Turnover   -   7,200   1   7,200                                          
    Cost of sales   -   -   -                                                 
                                                                              
    Gross profit   -   7,200   7,200                                          
    Other operating income   3,019   -   3,019                                
    Administration expenses   (2,134)   (2,763)   2                           
    (4,897)                                                                   
    Reversal of allowance for deposit paid for the                            
    purchase of properties   15,168   -   15,168                              
                                                                              
    Profit from operations   16,053   4,437   20,490                          
    Finance cost   (406)   -   (406)                                          
                                                                              
    Profit before taxation   15,647   4,437   20,084                          
    Taxation   -   (364)   3   (364)                                          
                                                                              
    Profit before minority interests   15,647   4,073                         
    19,720                                                                    
    Minority interests   6   -   6                                            
                                                                              
    Profit attributable to shareholders   15,653   4,073                      
    19,726                                                                    
                                                                              
    Notes:                                                                    
                                                                              
    1.   The pro forma adjustment reflects the rental                         
    income derived during the six months ended 30th                           
    September, 2004.