10:34 HUTCH TELECOM<02332> - Announcement (6) "IndusInd Group" or IndusInd and its subsidiaries "Hinduja Group" "Intra-Group the sale of the entire interests in HETL, HTEL, Transactions" Fascel and HESL, (namely, an aggregate of 48.96% in HETL, 32.58% in HTEL, 49% in Fascel and 49% in HESL) by seven indirect wholly owned subsidiaries of HTIL to HMTL in return for the issue of new shares in HMTL concurrent with completion of the Share Purchase Agreements "JKF" Jaykay Finholding (India) Private Limited, a company incorporated in India and an associate of the Kotak Mahindra Group "Kotak Mahindra Kotak Mahindra Capital Co., a company Group" incorporated in India, and its subsidiaries "Listing Rules" Rules Governing the Listing of Securities on the Main Board of the Stock Exchange "Prospectus" the prospectus issued by HTIL dated 30 September 2004 for the global offering of its shares "Share Purchase six share purchase agreements entered into on Agreements" 1 February 2005, made between HMTL as the purchaser and the Vendors pursuant to which the Vendors agreed to sell their entire respective interests in HETL, HTEL and Fascel to HMTL in return for the issue of shares in HMTL "Stock Exchange" The Stock Exchange of Hong Kong Limited "subsidiary" has the meaning ascribed to it in Listing Rule 1.01 "substantial has the meaning ascribed to that expression in shareholder" the Listing Rules "TII" Telecom Investments India Ltd, an indirect non-wholly owned subsidiary of HTIL, of which the Kotak Mahindra Group is a substantial shareholder "Transactions" the sale of the entire interests in HETL, HTEL and Fascel by the Vendors pursuant to and in accordance with the terms and conditions of the Share Purchase Agreements "UM Telematics" Usha Martin Telematics Limited, a company incorporated in India and a member of the Kotak Mahindra Group "Vendors" Essar, JKF, UM Telematics and IndusInd "HK$" Hong Kong dollars, the lawful currency of Hong Kong "INR" Indian Rupees, the lawful currency of India For the purpose of this announcement and for reference only, an exchange rate of HK$1.00 to INR5.61 is adopted. By Order of the Board Edith Shih Company Secretary Hong Kong, 3 February 2005 * For the Chinese Name, please refer to the press announcement today.