09:18     GUANGNAN (HOLD)<01203>-Announcement&Resumption of Trading(4)        

    Tinplate for the year ended 31st December 2003 (which                     
    were arrived at in accordance with generally accepted                     
    accounting principles in Hong Kong and were included                      
    in audited consolidated profit and loss account of                        
    the Group) were approximately RMB101,575,000                              
    (equivalent to approximately HK$95,541,000) and                           
    RMB91,166,000 (equivalent to approximately                                
    HK$85,751,000) respectively.                                              
                                                                              
    Zhongyue Industry Material is a wholly-owned                              
    subsidiary of the Company. The principal activities                       
    of Zhongyue Industry Material are investment holding                      
    and trading of raw materials used to produce tinplate.                    
    The Company and its subsidiaries are principally                          
    engaged in manufacturing and sales of tinplates and                       
    related products, property leasing and distribution                       
    of live and fresh foodstuffs. Zhongshan Torch is                          
    principally engaged in property development and                           
    leasing business.                                                         
                                                                              
    Except that Zhongshan Torch has a 5% shareholding in                      
    * (Zhongshan Shan Hai Industrial Co. Ltd.), an indirect 95% owned         
    subsidiary of the                                                         
    Company, to the best of the Directors' knowledge,                         
    information and belief having made all reasonable                         
    enquiry, Zhongshan Torch is an independent third                          
    party not connected with any of the directors, chief                      
    executive and substantial shareholders of the Company                     
    and its subsidiaries or any of their respective                           
    associates (as defined in the Listing Rules).                             
                                                                              
    Major transaction                                                         
    The entering into the Supplement Contract by Zhongyue                     
    Industry Material constitutes a major transaction of                      
    the Company under Rule 14.06(3) of the Listing Rules                      
    and is therefore subject to compliance with the                           
    relevant requirements of the Listing Rules, including                     
    the approval by the Shareholders as required under                        
    Rule 14.40 of the Listing Rules.                                          
                                                                              
    As no Shareholder will be required to abstain from                        
    voting if the Company were to convene a general                           
    meeting for approving the Supplement Contract and the                     
    Capital Increase under Rule 14.44(1) of the Listing                       
    Rules and that a written approval of the Supplement                       
    Contract and the Capital Increase for the purpose of                      
    Rule 14.44(2) of the Listing Rules has been obtained                      
    from GDH, the controlling shareholder of the Company                      
    holding 5,363,808,680 Shares (representing                                
    approximately 59.49% of the issued share capital of                       
    the Company), the approval requirement under Rule                         
    14.40 of the Listing Rules has already been fulfilled.                    
                                                                              
    A circular of the Company in relation to the                              
    Supplement Contract and the Capital Increase will be                      
    despatched to the Shareholders as soon as                                 
    practicable.                                                              
                                                                              
    Previous increase in the total investment and                             
    registered capital of Zhongyue Tinplate                                   
    There was also an increase in the total investment                        
    and the registered capital of Zhongyue Tinplate from                      
    US$58,064,200 and US$26,906,200 to US$73,064,200                          
    (equivalent to approximately HK$569,900,760) and                          
    US$41,906,200 (equivalent to approximately                                
    HK$326,868,360) respectively and such increase of                         
    US$15,000,000 (equivalent to approximately                                
    HK$117,000,000) in the registered capital of Zhongyue                     
    Tinplate was contributed as to US$14,250,000                              
    (equivalent to approximately HK$111,150,000) by                           
    Zhongyue Industry Material and US$750,000                                 
    (equivalent to approximately