10:22     PACIFIC ANDES<01174> - Announcement & Resumption (2)                

    Robert and Mr. Yeh Man Chun, Kent, has been appointed                     
    by the Board to advise the Independent Shareholders                       
    as to the fairness and reasonableness of the                              
    Transactions. An Independent Financial Adviser will                       
    be appointed to provide its opinions to the                               
    Independent Board Committee in connection with the                        
    Transactions. A circular containing, among other                          
    things, further information on the Transactions, the                      
    letter from the Independent Financial Adviser and the                     
    views of the Independent Board Committee will be                          
    dispatched to the Shareholders as soon as                                 
    practicable.                                                              
                                                                              
    Written approval of the Transactions has already been                     
    obtained from N. S. Hong, which holds approximately                       
    50.61% of the issued share capital of the Company as                      
    at the date of this announcement. N. S. Hong and its                      
    associates are not interested in the Transactions                         
    other than N. S. Hong's indirect interest as a                            
    Shareholder and N. S. Hong is not required to abstain                     
    from voting. The Company has applied to the Stock                         
    Exchange for a waiver from the requirement to hold                        
    a physical Shareholders' general meeting of the                           
    Company to approve the Transactions under Rule 14A.43                     
    of the Listing Rules. Therefore, subject to the waiver                    
    from the Stock Exchange, Shareholders' approval by                        
    way of resolutions passed at a physical Shareholders'                     
    general meeting will not be required.                                     
                                                                              
    Trading in the shares of the Company was suspended                        
    at the request of the Company with effect from the                        
    morning on 14 January 2005 pending the issue of this                      
    announcement. An application has been made by the                         
    Company to the Stock Exchange for the resumption of                       
    trading in the shares of the Company with effect from                     
    9:30 a.m. on 20 January 2005.                                             
                                                                              
    THE SUBSCRIPTION AGREEMENT                                                
    Date                                                                      
    14 January 2005                                                           
                                                                              
    Parties                                                                   
    (1)     Subscribers                                                       
    KILLP, an investment limited partnership                                  
    incorporated in Japan. KILLP is principally engaged                       
    in investment holding of small-to-medium-sized                            
    enterprises in Japan.                                                     
                                                                              
    PAIH (BVI), a company incorporated in the British                         
    Virgin Islands, which is a wholly-owned subsidiary                        
    of the Company. PAIH (BVI) is principally engaged in                      
    investment holding.                                                       
                                                                              
    (2)     Kyoshoku                                                          
    Kyoshoku, a company incorporated in Japan. Kyoshoku                       
    is principally engaged in processing, selling and                         
    distribution of seafood products in Japan.                                
                                                                              
    (3)     SPIA                                                              
    SPIA, a company established under the laws of Japan.                      
    SPIA is principally engaged in providing investment                       
    advisory services including the management of KILLP.                      
    KILLP is owned by an investment fund established in                       
    Japan which is in turn owned by private investors.                        
    SPIA entered into the Subscription Agreement as                           
    warrantor, providing certain representations and                          
    warranties in relation to Kyoshoku in favour of PAIH                      
    (BVI). SPIA is the sole unlimited partner of KILLP                        
    and is a subsidiary of Sanyo Electric Co., Ltd., a                        
    company whose shares are listed on the Tokyo Stock                        
    Exchange of Japan.                                                        
                                                                              
    To the best of the Directors' knowledge, information                      
    and belief after having made all