09:29     NIPPON ASIA INV<00603>-Announcement&Resumption of Trading(16        

    "Business Day"  any day (excluding a Saturday) on which banks             
    generally are open for business in Hong Kong                              
                                                                              
    "Capital Reduction"     the proposed reduction of the nominal             
    value of each issued Share from HK$0.025 to HK$0.001 by canceling         
    paid-up capital to the extent of HK$0.024 on each issued Share            
                                                                              
    "Capital Reorganisation"        the reorganisation of the capital of      
    the Company consisting of the Capital Reduction, the Unissued             
    Share Subdivision and the Share Consolidation                             
                                                                              
    "Companies Act" the Companies Act 1981 of Bermuda                         
                                                                              
    "Company"       Nippon Asia Investments Holdings Limited, a company       
    incorporated in Bermuda with limited liability and the Shares             
    of which are listed on the main board of the Stock Exchange               
                                                                              
    "Convertible Notes"     collectively the GC Convertible Note and          
    the Underwritten Convertible Notes                                        
                                                                              
    "Conversion Shares"     the New Shares to be issued upon exercise         
    of the conversion rights attaching to the Convertible Notes               
                                                                              
    "Director(s)"   director(s) of the Company                                
                                                                              
    "FHL CN"        the convertible notes in an aggregate principal amount    
    of HK$20,000,000 issued by the Company to Feishang Holdings               
    Limited on 14 January 2004, details of which are set out in the           
    Company's announcement dated 6 January 2004.                              
                                                                              
    "GC Convertible Note"   the 1-year 1% convertible loan note to be         
    issued by the Company to the Subscriber under the Subscription            
    Agreement in the principal amount of JPY290,000,000 (i.e.                 
    equivalent to HK$21,750,000)                                              
                                                                              
    "Group" the Company and its subsidiaries                                  
                                                                              
    "Hong Kong"     Hong Kong Special Administrative Region of the            
    People's Republic of China                                                
                                                                              
    "Initial Conversion Price"      HK$0.18 per Conversion Share,             
    subject to adjustment                                                     
                                                                              
    "Issue Date"    the date of issue of the Convertible Notes, which         
    will be the date of completion of the Subscription Agreement              
    and the Placing Agreement                                                 
                                                                              
    "Listing Rules" the Rules Governing the Listing of Securities             
    on the Stock Exchange                                                     
                                                                              
    "Maturity Date" the date falling on the 365th day from and                
    including the Issue Date                                                  
                                                                              
    "New Shares"    ordinary shares of HK$0.01 each in the share capital      
    of the Company following the Capital Reorganisation                       
                                                                              
    "Placing of Shares"     the placing of 1,000,000,000 new Shares           
    to independent investors, details of which were set out in the            
    circular of the Company dated 17 January 2005                             
                                                                              
    "Placees"       any institutional, corporate or individual investors      
    or any of their respective subsidiaries or associates procured            
    by the Placing Agent to subscribe for the Underwritten                    
    Convertible Notes pursuant to the Placing Agreement                       
                                                                              
    "Placing Agent" Kingston Securities Limited, a deemed