09:44 NATIONAL ELEC H<00213> - Announcement (2) With the recent upturn in Hong Kong's property market, the Directors consider that the Acquisition is a good investment opportunity for the Group which will further increase the Company's land portfolio which currently includes sites in Canada and Hong Kong and strengthen the earning base of the Company's property division. The Acquisition will be funded through a combination of internal resources and bank financing, which is expected to be in the proportion of approximately 50% and 50% respectively. The Directors are of the view that the Acquisition is in the interest of the Company and the Conditions of Sale by Tender are normal commercial terms, which are fair and reasonable and in the interests of the shareholders of the Company as a whole as far as the shareholders of the Company are concerned. General The Acquisition constitutes a discloseable transaction of the Company under Chapter 14 of the Listing Rules. A circular in connection with the Acquisition will be despatched to the shareholders of the Company as soon as practicable. Definitions In this announcement, the following terms have the following meanings: - "Acquisition" acquisition of the Land by the Purchaser pursuant to the Conditions of Sale by Tender and the Tender; "Company" National Electronics Holdings Limited, a company incorporated in Bermuda and the shares of which are listed on the Stock Exchange; "Conditions of Sale by Tender" the conditions of sale by tender in respect of the Land which constitute the formal agreement between the Vendor and the Purchaser upon acceptance of the tender by the Vendor; "Consideration" HK$49,600,000; "Directors" the directors of the Company; "Group" the Company and its subsidiaries; "Independent Third Party" third party independent of the Company and connected persons of the Company; "Land" ALL THOSE pieces or parcels of ground respectively registered in the Land Registry as THE REMAINING PORTION OF SECTION O OF MARINE LOT NO. 414 and THE REMAINING PORTION OF SECTION P OF MARINE LOT NO. 414 Together with the messuages erections and buildings thereon (if any) known as 137 and 138 CONNAUGHT ROAD WEST; "Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange; "Purchaser" Super Plus Limited, a company incorporated in Hong Kong with limited liability and a wholly-owned subsidiary of the Company; "Stock Exchange" The Stock Exchange of Hong Kong Limited; "Tender" the tender dated 26th January, 2005 submitted by the Purchaser for the purchase of the Land; and "Vendor" Public Power Group Limited which, so far as the Directors are aware, is a BVI incorporated company By order of the Board Lee Yuen Ching, Jimmy Chairman Hong Kong, 28th January, 2005 At the date of this announcement, the Board of the Company comprises Mr. Lee Yuen Ching, Jimmy, Mr. Lee Yuen Kui, James, Mr. Lee Yuen Wong, Peter, Mr. Lee Yuen Cheor, Edward, Mr. Tam Hok Lam, Tommy as Executive Directors, Miss Lee Yuen Yu, Dorathy as Non-Executive Director and Dr. Samson Sun M.B.E. J.P. and Mr. Chan Chak Cheung, William as Independent Non-executive Directors.