09:27 PIONEER GLOBAL<00224> -Announcement&Resumption of Trading(3) Deposit: HK$1,000,000 upon signing of provisional agreement and HK$3,950,000 upon signing of formal agreement on or before 7 February 2005 Date of completion: On or before 21 July 2005 Conditions for completion: (a) Execution of formal agreements to purchase Property A and Property B (b) Relevant bank consent on mortgage release Property C has a total gross floor area of approximately 33,907 sq. ft. and shall be delivered in vacant possession on the date of completion. Property C generated net rental revenue of HK$Nil for the year ended 31 March 2003 and HK$484,000 for the year ended 31 March 2004 immediately preceding the provisional agreement. AGREEMENT Date of the agreement: 2 February 2005 Party I: Supreme Success Limited, a wholly owned subsidiary of the Company Party II: Asia Asset Limited is a company incorporated in Samoa on 23 November 2004 with limited liability and beneficially owned by Madam Tjong Wei. They are independent third parties not connected with any directors, chief executives or substantial shareholders of the Company or its subsidiaries or their respective associates. Asia Asset Limited is specialized in appraisal, consultancy and investment of real estates in Hong Kong and China. Engagement: Party II was mandated as project consultant to assist Party I in purchasing of approximately 63,000 sq. ft shopping space of podium of blocks 1, 2 and 3, City Garden with the following requirements: (a) the shopping space acquired must include all the units in basement floor, (b) the units in basement floor must be delivered in vacant possession, (c) the closing date must be on or before 30 September 2005, (d) the total purchase cost of the space together with the service fee charged by Party II must not exceed HK$117,700,000 ("Mandated Cost"), (e) Party II warrants the retail usage of the space, (f) Party II warrants no illegal structure existing within the shopping space and pays for removal costs, if any, (g) Party II shall engage licensed estate agency directly to arrange for introduction of Vendors and negotiation with Vendors. The estate agency fee shall be borne by Party II Service fee: A service fee of HK$11,105,000 determined by the difference between the Mandated Cost and the purchase costs of Property A, Property B and Property C payable to Party II in cash upon successful completion of the acquisition of Property A, Property B and Property C. Party I shall be responsible for legal fees and stamp duty of the acquisition. Party II does not have an estate agency licence in Hong Kong. The Company has obtained legal advice from K. C. Yung & Co, Solicitors & Notaries that it is not unlawful for Party I to enter into such service agreement with Party II under the laws of Hong Kong. Moreover, this agreement was acknowledged by the Vendors. REASONS AND BENEFITS OF THE ACQUISITION OF THE PROPERTY AT CITY GARDEN PODIUM The principal business activities of the Group consist of investment and management of property and hotel, and investment in securities. The principal activity of each of the Vendors is real estate investment holding. City Garden is a densely populated private housing estate located at the harbour front of North Point on the island of Hong Kong. The acquisition of Property A, Property B and Property C shall enable the Group to own a total gross floor area of 63,840 sq. ft. retail space, including all units on the basement floor, of the podium of blocks 1, 2