10:32     SIMSEN INT'L<00993> - Announcement (2)                              

    publication of this announcement. The Company has applied to              
    the Stock Exchange for the resumption of trading of the Shares            
    with effect from 9:30 a.m. on 16 February 2005.                           
                                                                              
    THE DISPOSAL AGREEMENT                                                    
                                                                              
    Date:   7 February 2005                                                   
                                                                              
    Parties:                                                                  
                                                                              
    Vendor: Simsen (China) Investment Limited, a wholly owned                 
    subsidiary of the Company                                                 
                                                                              
    Purchaser:      Goldsat Mining Inc., a mineral exploration and            
    development company incorporated under the laws of Canada on              
    15 March 1996 and whose shares are listed on the TSX Venture              
    Exchange. The Company confirms that, to the best of the                   
    Directors' knowledge, information and belief having made all              
    reasonable enquiry, the Purchaser and its existing ultimate               
    beneficial owners are Independent Third Parties.                          
                                                                              
    Assets to be disposed:  the Sale Shares (i.e. 4,944 shares in             
    Alexis Resources) representing 49.44% of the total issued share           
    capital of Alexis Resources as at the date of the Disposal                
    Agreement and the benefit of and interest in the Sale Shareholder         
    Loan (i.e. HK$12,999,000 (CAD2,066,614)). The balance of 50.56%           
    interest is owned by Belmont. Alexis Resources holds a 97%                
    interest in Yakesi and a 25% interest in Jubao. Yakesi in turn            
    owns a 70% interest in Jubao.                                             
                                                                              
    The Alexis Group is principally engaged in the business of mining         
    of base metals in the PRC. It does not own any mine but has the           
    mining rights over the relevant mines. The terms of such mining           
    rights range from seven years to 20 years and are subject to              
    renewal.                                                                  
                                                                              
    From 1 May 2003 to 31 December 2003, Alexis Resources was a               
    subsidiary of the Company. Following the disposal as described            
    in the circular of the Company dated 24 September 2003, from              
    1 January 2004 onwards, Alexis Resources has been recorded as             
    an associated company of the Company.                                     
                                                                              
    CONDITIONS PRECEDENT                                                      
                                                                              
    Completion of the Disposal Agreement is conditional upon:                 
                                                                              
    (1)     the passing of an ordinary resolution by the Shareholders         
    approving the Disposal and all other transactions contemplated            
    under the Disposal Agreement at the SGM to be convened for such           
    purpose as required by the Listing Rules (at which those persons          
    who are prohibited from voting under the Listing Rules or                 
    required by the Stock Exchange shall abstain from voting on the           
    resolution);                                                              
                                                                              
    (2)     the obtaining by the Vendor and the Company of all necessary      
    consents, authorizations or other approvals (or, as the case              
    may be, the relevant waiver) of any kind in connection with the           
    entering into and performance of the terms of the Disposal                
    Agreement which may be required under the Listing Rules, from             
    the Stock Exchange or any regulatory authority or its creditors           
    or any other third party;                                                 
                                                                              
    (3)     the obtaining of all necessary approval on the transactions       
    contemplated under the Disposal Agreement from (a) the                    
    regulatory authorities to which the Purchaser is subject and              
    (b) the shareholders of the Purchaser in accordance with the              
    applicable law and the rules of the TSX Venture Exchange;                 
                                                                              
    (4)     the completion of the Capital Reorganization and