09:39 CN ENT INV FUND<02324>-Announcement&Resumption of Trading(1) 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. China Northern Enterprises Investment Fund Limited * (Incorporated in the Cayman Islands with limited liability) (stock code: 2324) PLACING OF NEW SHARES UNDER GENERAL MANDATE Placing Agent * BCOM SECURITIES COMPANY LIMITED On 18 February, 2005, the Company and the Placing Agent entered into the Placing Agreement pursuant to which the Company agreed to place through the Placing Agent, on a best effort basis, a maximum of 10,600,000 new Shares at a price of HK$0.56 per Placing Share. The Placing Shares represent approximately 16.7% of the existing issued share capital of the Company and approximately 14.3% of the of the issued share capital of the Company as enlarged by the Placing. The Placing Price of HK$0.56 per Placing Share represents (i) a premium of approximately 7.7% to the closing price of HK$0.52 per Share as quoted on the Stock Exchange on 17 February, 2005, being the last trading date of the Shares on the Stock Exchange prior to the date of the Placing Agreement; (ii) a premium of 12.0% to the average closing price of HK$0.50 per Share for the five consecutive trading days up to and including 17 February, 2005; and (iii) a premium of approximately 3.7% to the unaudited consolidated net asset value per Share of approximately HK$0.54 per Share as at 31 January, 2005. The net proceeds from the Placing will be approximately HK$5.8 million, which will be invested in accordance with the Company's investment objectives of investing in listed and unlisted companies mainly in Hong Kong and the PRC to earn returns in the form of capital appreciation, dividend income and interest income. Completion of the Placing Agreement is conditional upon the Listing Committee of the Stock Exchange granting the listing of, and permission to deal in, the Placing Shares. At the request of the Company, trading in the Shares has been suspended with effect from 9:30 a.m. on 18 February, 2005 pending the release of this announcement. Application has been made by the Company to the Stock Exchange for the resumption of trading in the Shares with effect from 9:30 a.m. on 21 February, 2005. THE PLACING AGREEMENT Date: 18 February, 2005 Placing Agent The Placing Agent has agreed with the Company to place, on a best effort basis, a maximum of 10,600,000 Placing Shares. The Placing Agent and its beneficial owners are third parties independent