09:07 CITIC 21CN<00241> - Announcement & Resumption of Trading (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. CITIC 21CN COMPANY LIMITED (incorporated in Bermuda with limited liability) (Stock code: 241) DISCLOSABLE TRANSACTION FORMATION OF JOINT VENTURE WITH AQSIQ AND CHINA HUAXIN TELECOM The Board is pleased to announce that on 20 January 2005, CITIC 21CN Telecom, a wholly owned subsidiary of the Company, entered into a JV Agreement with AQSIQ and China Huaxin Telecom, pursuant to which CITIC 21CN Telecom, AQSIQ and China Huaxin Telecom agreed to establish the JV Company with an intention to engage in, among others, the authentication service for products manufactured in the PRC. The JV Company will be owned as to 50% by CITIC 21CN Telecom, 30% by AQSIQ and the remaining 20% by China Huaxin Telecom. Upon its establishment, the JV Company will become a jointly controlled entity of the Company and will be partially consolidated into the accounts of the Group in accordance with its shareholding in the JV Company. Pursuant to the JV Agreement, the registered capital of the JV Company will be RMB60,000,000 (equivalent to approximately HK$56,603,774), of which RMB30,000,000 (equivalent to approximately HK$28,301,887) will be contributed by CITIC 21CN Telecom in cash, RMB18,000,000 (equivalent to approximately HK$16,981,132) will be contributed by AQSIQ in cash, to be advanced by the Group on behalf of AQSIQ, and the remaining RMB12,000,000 (equivalent to approximately HK$11,320,755) will be contributed by China Huaxin Telecom in cash. The entire capital contributions shall be fully paid up within one month from the issuance date of the business license of the JV Company. Total investment of the JV Company will be RMB150,000,000 (equivalent to approximately HK$141,509,434). To the best of the Directors' knowledge, information and belief and having made all reasonable enquiries, AQSIQ and China Huaxin Telecom, and their ultimate beneficial owners are independent third parties not connected with the directors, chief executives or substantial shareholders of the Company or any of its subsidiaries or their respective associates. As the Company's portion of the registered capital of the JV Company exceeds 5% of the total assets of the Group, the formation of the JV Company constitutes a disclosable transaction of the Company under Chapter 14 of the Listing Rules. The JV Agreement is subject to the conditions which may or may not be fulfilled and the establishment of the JV Company may or may not be completed, and even if completed, may be terminated if certain events occur. Shareholders and potential investors of the Company are reminded to exercise caution when dealing in securities of the Company. Trading in the shares in the CITIC 21CN on the Stock Exchange was suspended at the request of the Company