09:27     NIPPON ASIA INV<00603>-Announcement&Resumption of Trading(12        

    HK$29.5 million                                                           
    Shares on the basis of three bonus Shares                       Shanghai  
    Holdfast        is remained for the intended                              
    for every two fully paid rights Shares                          usage for 
    the acquisition                                                           
                            of Shanghai Holdfast                              
                            but not yet utilised (Note 4)                     
                                                                              
    Placing of 1,000 million new Shares at a        HK$25 million             
            Granted at special      Net proceeds of approximately   N/A       
            23.12.2004                                                        
    price of HK$0.025 per Placing Shares            general meeting held      
            HK$24.6 million is intended                                       
            on 2.2.2005     to be utilised for general                        
                    working capital                                           
                                                                              
    Notes:                                                                    
                                                                              
    1.      The ICP Convertible Notes are the 1-year 1% convertible notes     
    in an aggregate principal amount of US$2 million (HK$15.6 million)        
    ("ICP Proceeds") issued by the Company to ICP Inc. on 27 October          
    2004, entitling the holder to convert up to 624,000,000 Shares            
    during the period from 27 October 2004 to 27 October 2005 at              
    the conversion price of HK$0.025 per Share. ICP Inc. and its              
    beneficial owners are not connected persons (as defined in the            
    Listing Rules) of the Company. The net ICP Proceeds of HK$15.5            
    million was originally kept in a finance company in the name              
    of the Company and charged by the Company as a security to ICP            
    Inc. pursuant to the terms and conditions of ICP Convertible              
    Notes, details of which were set out in the Company's                     
    announcement dated 7 October 2004. The ICP Convertible Notes              
    were fully converted into 624,000,000 Shares at the conversion            
    price of HK$0.025 on 22 December 2004, as such, the security              
    over the ICP Proceeds was released and the ICP Proceeds is freely         
    usable by the Company. The market value of the total Shares               
    converted was HK$15.6 million based on the closing price of               
    HK$0.025 per Share on 21 December 2004, being the last trading            
    day immediately prior to the suspension of trading of Shares              
    on 22 December 2004.                                                      
                                                                              
    2.      CPC and icoupon Convertible Notes refer to the convertible        
    notes in an aggregate principal amount of HK$25,000,000 issued            
    by the Company to Cross Profit Capital Limited, icoupon Limited           
    and the placees procured by the Placing Agent on 1 November 2004,         
    entitling the holders thereof to convert into 1,000,000,000               
    Shares during the period from 1 November 2004 to 1 November 2005          
    at an initial conversion price of HK$0.025 per Share (subject             
    to adjustments for share consolidation and subdivision), details          
    of which were set out in the Company's announcement dated 11              
    October 2004. Neither of them are connected persons (as defined           
    in the Listing Rules) of the Company. A total number of                   
    360,000,000 Shares were issued on 22 December 2004 as a result            
    of conversion of the convertible notes by icoupon Limited and             
    certain placees procured by Placing Agent at the conversion price         
    of HK$0.025 per Share. Accordingly, there are outstanding                 
    convertible notes in an aggregate amount of HK$16,000,000                 
    convertible into 640,000,000 Shares (before completion of                 
    Capital Reorganisation) under CPC and icoupon Convertible Notes           
    ("Outstanding CN"), representing approximately 3.92% of the               
    existing share capital of the Company, and approximately 2.99%            
    of the enlarged issued share capital of the Company after the             
    completion of the Placing of Shares and the Capital                       
    Reorganisation, by the conversion shares to be issued for the             
    exercise in full of the conversion rights attaching to the                
    Outstanding CN, by the Conversion Shares to be issued for the             
    exercise in full of the conversion rights attaching to the GC             
    Convertible Note and Underwritten Convertible Notes.                      
                                                                              
    3.      On 2 November 2004, HK$6 million was utilised for the