09:44 XINYI GLASS HOLDINGS LIMITED<00868> - Announcement (2) by giving electronic application instructions to HKSCC, together with any one application on a PINK Application Form (for eligible full-time employees of the Group in Hong Kong only) may be made for the benefit of any person. Applicants are required to undertake and confirm that they or the relevant beneficial owner(s) have not indicated and will not indicate an interest in any Shares under the International Placing. Subject to the granting of the listing of, and permission to deal in, the Shares on the Stock Exchange as well as compliance with the stock admission requirements of HKSCC, the Shares will be accepted as eligible securities by HKSCC for deposit, clearance and settlement in the Central Clearing and Settlement System (`CCASS') with effect from the commencement date of dealings in the Shares on the Stock Exchange or such other date as determined by HKSCC. All activities under CCASS are subject to the General Rules of CCASS and CCASS Operational Procedures in effect from time to time. The Share Offer comprises (i) the Hong Kong Public Offer of initially 37,500,000 Shares to the public in Hong Kong and (ii) the International Placing of initially 337,500,000 Shares with professional and institutional investors and other investors anticipated to have a sizeable demand for the International Placing Shares in Hong Kong and other jurisdictions outside the United States. Upon the signing of the International Placing Underwriting Agreement, the Company will grant to the Global Coordinator the Over-allotment Option which is exercisable by the Global Coordinator, on behalf of itself and the other International Placing Underwriters, from the Listing Date up to the 30th day after the last day for the lodging of applications under the Hong Kong Public Offer, to require the Company to allot and issue an aggregate of up to 56,250,000 additional new Shares to cover over-allocations in the International Placing (if any). In connection with the Share Offer, the Global Coordinator may over-allocate or effect any other transactions to enable it to satisfy any over-allocation in the International Placing with a view to stabilizing or maintaining the market price of our Shares at a level higher than that which might otherwise prevail in the open market. This stabilizing activity may include market purchase of our Shares in the secondary market or the exercise of the Over-allotment Option, which is expected to be granted by our Company to the Global Coordinator. The Over-allotment Option may be exercisable by the Global Coordinator, on behalf of all other International Placing Underwriters, up to the 30th day after the last day for the lodging of applications under the Hong Kong Public Offer, to require the Company to allot and issue an aggregate of 56,250,000 additional new Shares to cover over-allocations in the International Placing, if any. Any such market activity will be effected in compliance with all applicable laws and regulations. There is no obligation the Global Coordinator to conduct any such stabilizing activity which, if commenced, will be conducted at the absolute discretion of the Global Coordinator. The Share Offer is conditional on the conditions as stated under `Conditions of the Share Offer' in the section headed `Structure and Conditions of the Share Offer' in the Prospectus. The Offer Price is expected to be fixed by agreement between the Global Coordinator and the Company not later than 28 January 2005. If, for any reason, the Offer Price is not agreed between the Company and the Global Coordinator on or before the Price Determination Date, the Share Offer will not proceed. Applicants for the Hong Kong Public Offer Shares are required to pay, upon submission of their applications, the indicative maximum Offer Price of HK$2.04, together with the brokerage of 1% and the transaction levy of 0.005% and investor compensation levy of 0.002% imposed by SFC and Stock Exchange trading fee of 0.005%. If the final Offer Price is less than the indicative maximum Offer Price, a refund will be made pursuant to the terms of the relevant Application Forms. The Global Coordinator may also reduce the indicative offer Price range below that which is stated in the Prospectus at any time prior to the morning on the day the Application Lists open and close. In such a case, a notice of reduction of the indicative offer Price range will be published in The Standard (in English) and Hong Kong Economic Times (in Chinese) not later than the day on which the Application Lists open and close. If applications for the Hong Kong Public Offer Shares have been submitted prior to such date, then even if the indicative Offer Price range is so reduced, such applications cannot be withdrawn. If, for whatever reason, the Global Coordinator and the Company are not able to agree on the Offer Price, the Hong Kong Public Offer will not proceed and will lapse. Refund of the application money will also be made pursuant to the terms of the Application Forms. If the Share Offer does not become unconditional on or before the dates and times specified in the Prospectus, all application money together with the related brokerage, Stock Exchange trading fee, investor compensation levy and SFC transaction levy received from applicants under the Hong Kong Public Offer will be refunded, without interest, on the terms set out under the section headed `How to apply for the Hong Kong Public Offer Shares' in the Prospectus and on the terms set out under `Refund of your application money' on the Application Forms. Refund of application money will also be made in respect of wholly or partially successful applications in the event that the Offer Price is less than the initial price for each Hong Kong Public Offer Share actually paid and in respect of wholly or