10:22     TIAN AN<00028> - Announcement (3)                                   

    The total consideration payable by SHKI under the SH Sale and Purchase    
    Agreement is RMB40,786,200 (equivalent to approximately HK$38,477,547)    
    which will be satisfied in the following manner:                          
                                                                              
    (a)  a sum of RMB14,360,000 (equivalent to approximately HK$13,547,170)   
    payable by SHKI to Shine Star by way of cash remittance upon the          
    signing of the SH Sale and Purchase Agreement; and                        
                                                                              
    (b)  the remaining balance of RMB26,426,200 (equivalent to                
    approximately HK$24,930,377) payable by SHKI to Shine Star by way of      
    cash remittance upon completion of the SH Sale and Purchase Agreement.    
                                                                              
    The total consideration of RMB40,786,200 (equivalent to approximately     
    HK$38,477,547) for the SH Sale and Purchase Agreement has been arrived    
    at after arm's length negotiation between the parties and with            
    reference to the market value of the 2nd PRC Property.                    
                                                                              
    3.  Completion                                                            
                                                                              
    The SH Sale and Purchase Agreement is conditional upon the obtaining of   
    approval by the independent Shareholders in general meeting of the        
    Company. If such approval can be obtained, the completion of the SH       
    Sale and Purchase Agreement will take place within one month from the     
    date of approval by the independent Shareholders of the SH Sale and       
    Purchase Agreement (or such other date as the parties to the SH Sale      
    and Purchase Agreement may agree in writing).                             
                                                                              
    INFORMATION ON HING YIP                                                   
                                                                              
    Hing Yip is a company incorporated in the British Virgin Islands on       
    18th August, 2004 with limited liability with fully paid-up share         
    capital of US$1.00. It is an indirect wholly-owned subsidiary of the      
    Company and is principally engaged in property investment in the PRC.     
    It has no other material asset other than the 1st PRC Property.           
                                                                              
    Shine Star agreed with Shanghai Tian An to acquire the 1st PRC            
    Property, and Shine Star assigned Hing Yip to sign the sale and           
    purchase contract (with Shanghai Tian An) on 23rd December, 2004 at the   
    consideration of RMB10,783,080. The Building was developed by Shanghai    
    Tian An and the development was completed on 30th June, 2004. The         
    Building was approved for office use by the PRC authority and the 1st     
    PRC Property and the 2nd PRC Property were held for sale purpose. Since   
    no connected person of the Company (nor any of its associates) has any    
    direct or indirect equity interest or control in the PRC JV Partner,      
    the Directors considered that Shanghai Tian An was not a connected        
    person of the Company in accordance with Rule 14A.11(5). Accordingly,     
    the Directors considered that the sale of the 1st PRC Property and 2nd    
    PRC Property from Shanghai Tian An to Hing Yip and Sing Hing              
    respectively did not constitute connected transactions.                   
                                                                              
    There has been no revenue or profit attributable to the 1st PRC           
    Property and the 2nd PRC Property. The development of the Building was    
    completed on 30th June, 2004. Since completion, the 1st PRC Property      
    and 2nd PRC Property were vacant and held for sale purpose until the      
    present disposal transactions.                                            
                                                                              
    According to the management accounts of Hing Yip for the period from      
    its date of incorporation to 23rd December, 2004 (unaudited accounts      
    prepared in accordance with generally accepted accounting principles in   
    Hong Kong), Hing Yip recorded a net loss before and after taxation of     
    approximately HK$316,966 and HK$316,966 respectively. The net             
    liabilities of Hing Yip as at 23rd December, 2004 was approximately       
    HK$316,958.                                                               
                                                                              
    INFORMATION ON SING HING                                                  
                                                                              
    Sing Hing is a company incorporated in the British Virgin Islands on      
    18th August, 2004 with limited liability with fully paid-up share         
    capital of US$1.00. It is an indirect wholly-owned subsidiary of the      
    Company and is principally engaged in property investment in the PRC.     
    It has no other material asset other than the 2nd PRC Property.           
                                                                              
    Shine Star agreed with Shanghai Tian An to acquire the 2nd PRC            
    Property, and Shine Star assigned Sing Hing to sign the sale and          
    purchase contract (with Shanghai Tian An) on 13th January, 2005 at the    
    consideration of RMB28,550,340.                                           
                                                                              
    According to the management accounts of Sing Hing for the period from     
    its date of incorporation to 18th January, 2005 (unaudited accounts       
    prepared in accordance with generally accepted accounting principles in   
    Hong Kong), Sing Hing recorded a net loss before and after taxation of    
    approximately HK$885,105 and HK$885,105 respectively. The net             
    liabilities of Sing Hing as at 18th January, 2005 was approximately       
    HK$885,097.