08:58     KINGDEE INT'L<08133> - Announcement                                 

                                                                              
    The Stock Exchange of Hong Kong Limited takes no                          
    responsibility for the contents of this announcement,                     
    makes no representation as to its accuracy or                             
    completeness and expressly disclaims any liability                        
    whatsoever for any loss howsoever arising from or in                      
    reliance upon the whole or any part of the contents                       
    of this announcement.                                                     
                                                                              
    KINGDEE INTERNATIONAL SOFTWARE GROUP COMPANY LIMITED                      
    (incorporated in the Cayman Islands with limited                          
    liability)                                                                
    (Stock Code: 8133)                                                        
                                                                              
    ANNOUNCEMENT                                                              
    FURTHER ADJOURNMENT OF                                                    
    EXTRAORDINARY GENERAL MEETING                                             
                                                                              
    Reference is made to the announcement of Kingdee                          
    International Software Group Company Limited                              
    ("Company") dated 13 January 2005 ("First                                 
    Announcement"), the circular of the Company dated 17                      
    January 2005 ("Circular") and the announcement of the                     
    Company dated 2 February 2005 ("Second Announcement").                    
    Unless otherwise defined, terms defined in the First                      
    and Second Announcements and the Circular shall have                      
    the same meanings in this announcement.                                   
                                                                              
    The Board announces that the Company convened the                         
    adjourned EGM on, Monday, 7 February 2005 at 4th Level,                   
    Zone B, Block W1, High-New Technology Industrial                          
    Estate, Shennan Highway, Nanshan District, Shenzhen,                      
    Guangdong Province, the People's Republic of China                        
    for the purpose of considering and, if thought fit,                       
    passing the ordinary resolutions in respect of (i)                        
    the Grant and (ii) the refreshment of Scheme Mandate                      
    Limit. Before the meeting proceeded to business, a                        
    holder of 125,000 shares of the Company proposed that                     
    the adjourned EGM be further adjourned to a date to                       
    be fixed by the Board as he requires more time to                         
    consider the resolutions proposed at the adjourned                        
    EGM. The resolution to adjourn the EGM was duly passed                    
    unanimously on a show of hands with no votes cast                         
    against it. The further adjournment is in compliance                      
    with the articles of association of the Company and                       
    all applicable rules and regulations.                                     
                                                                              
    If the further adjourned meeting is to be held on a                       
    date which is more than 14 days or more from 7 February                   
    2005, at least seven clear days' notice of the                            
    adjourned meeting will be given in accordance with                        
    the requirements of the articles of association of                        
    the Company. Further announcement will be made when                       
    the date of the further adjourned EGM is fixed and                        
    the notice of the further adjourned meeting is to be                      
    despatched to the Shareholders.                                           
                                                                              
    By Order of the Board                                                     
    Kingdee International Software Group Company Limited                      
    Xu Shao Chun                                                              
    Chairman                                                                  
                                                                              
    Shenzhen, the PRC, 7 February 2005                                        
                                                                              
    As at the date hereof, the executive Directors are                        
    Mr. Xu Shao Chun (chairman of the Company) and Mr.                        
    Luo Ming Xing; the non-executive Directors are Mr.                        
    James Ming King, Mr. Zhao Yong and Mr. Hugo Shong;                        
    and the independent non-executive Directors are Ms.                       
    Yang Zhou Nan, Mr. Wu Cheng, Mr. Yeung Kwok On and                        
    Mr. Gary Clark Biddle.                                                    
                                                                              
    This announcement, for which the Directors                                
    collectively and individually accept full                                 
    responsibility, includes particulars given in                             
    compliance with the Rules Governing the Listing of                        
    Securities on the Growth Enterprise Market of The                         
    Stock Exchange of Hong Kong Limited for the purpose                       
    of giving information with regard to the Company. The                     
    Directors, having made all reasonable enquiries,                          
    confirm that, to the best of their knowledge and                          
    belief:- (i) the information contained in this                            
    announcement is accurate and complete in all material                     
    respects and not misleading; (ii) there are no other                      
    matters the omission of which would make any statement                    
    in this announcement misleading; and (iii) all                            
    opinions expressed in this announcement have been                         
    arrived at after due and careful consideration and                        
    are founded on bases and assumptions that are fair                        
    and reasonable.                                                           
                                                                              
    This announcement will remain on the "Latest Company                      
    Announcements" page of the GEM website at                                 
    http://www.hkgem.com for at least 7 days from the day                     
    of its posting.