10:03 CCT TELECOM<00138>&CCT TECH INT'L<00261> - J.Ann.&Resume(11) Number of CCT Telecom Shares % Number of CCT Telecom Shares % Shareholdings of directors of CCT Telecom and CCT Tech Mr. Mak Shiu Tong, Clement --- --- 420,000 0.06 Companies controlled by Mr. Mak and his family members: --- Capital Force International Limited 56,850,093 13.46 56,850,093 7.73 --- Capital Interest Limited 29,411,848 6.96 29,411,848 4.00 --- New Capital (Note) --- --- 81,689,029 11.10 Subtotal for interests of Mr. Mak 86,261,941 20.42 168,370,970 22.89 Ms. Cheng Yuk Ching, Flora 9,996,713 2.37 14,196,713 1.93 Mr. Tam Ngai Hung, Terry --- --- 4,200,000 0.57 Dr. William Donald Putt 171,500 0.04 591,500 0.08 Mr. Samuel Olenick 125,000 0.03 545,000 0.07 Mr. Tam King Ching, Kenny --- --- 420,000 0.06 Mr. Lau Ho Man, Edward --- --- 420,000 0.06 Mr. Tong Chi Hoi (an executive director of CCT Tech) 282,000 0.07 1,282,000 0.17 Public 325,688,076 77.07 545,457,988 74.17 Total 422,525,230 100.00 735,484,171 100.00 Note: New Capital has provided an undertaking to accept the Convertible Bonds under the Cash Offer with Securities Exchange Alternative and 81,689,029 CCT Telecom Shares will be issued upon conversion of such Convertible Bonds at the initial conversion price of HK$1.267. INTENTION OF THE MAJOR SHAREHOLDERS OF CCT TECH Save for the irrevocable undertaking to accept the Cash Offer with Securities Exchange Alternative by New Capital as described in section headed ``The CCT Tech 2005 CN'' above, none of the directors of CCT Tech holding in aggregate 366,000,000 CCT Tech Options, representing 366,000,000 new CCT Tech Shares or approximately 2.30% of the existing issued share capital of CCT Tech upon the exercise of the CCT Tech Options in full, have given any undertakings to accept or not to accept the Cash Offer with Securities Exchange Alternative or the Option Offer up to the date of this announcement and none of the major shareholders of CCT Tech have given any undertakings to accept the Cash Offer with Securities Exchange Alternative. OFFEROR'S INTENTION IN RELATION TO THE CCT TECH GROUP Reasons for the Offers The manufacture and sale of telecom and electronic products on an OEM and ODM basis has been the core business of the CCT Tech Group and therefore is also a major core business of the CCT Telecom Group which includes the CCT Tech Group. The directors of CCT Telecom are of the view that the prospects of the CCT Tech Group is promising as evidenced by the continuing trend of growth in terms of both turnover and operating profit of the telecom products business. Although CCT Tech is a major subsidiary of the CCT Telecom Group, CCT Telecom only holds an approximately 34.51% interest in CCT Tech which has resulted in a situation that CCT Telecom can only share approximately 34.51% of the consolidated profits of CCT Tech. Therefore, the directors of CCT Telecom have decided to make the Offers with an intention to increase its shareholding in CCT Tech to at least above 50%. Also, if the Offers are successful, the shareholding structure of CCT Tech will be simplified. CCT Telecom will hold a controlling interest in CCT Tech and will therefore increase its share of the profits of the CCT Tech Group. The possible conversion of the CCT Tech 2005 CN in full after the Offers become unconditional will reduce the liability of CCT Tech and increase its capital base. This will benefit CCT Tech and indirectly benefit CCT Telecom. If CCT Telecom can privatise CCT Tech through the Offers, CCT Tech and its subsidiaries will become wholly-owned subsidiaries of CCT Telecom. Under such situation, CCT Telecom can share the entire net profit of CCT Tech, and the connected transactions between the CCT Telecom Remaining Group and the CCT Tech Group will be eliminated. Furthermore, the administration costs for the CCT Tech Group as an unlisted group will be reduced significantly. Appointment of Directors The Offeror does not intend to make any changes to the current board composition of CCT Tech. Intention of the Offeror regarding CCT Tech