10:13     NEW CITY<00456> - Announcement (3)                                  

    EFFECT ON THE SHARE CAPITAL                                               
                                                                              
    Assuming full conversion of the Convertible Bond at the Conversion        
    Price, the Convertible Bond will be convertible into 40,000,000 fully-    
    paid Shares, representing approximately 14.7% of the issued share         
    capital of the Company as at the date of this announcement and            
    approximately 12.8% of the issued share capital of the Company            
    enlarged by the issue of the Conversion Shares. The following table       
    summarizes the shareholding structure of the Company as at the date of    
    the Subscription Agreement, and that on the assumption that the           
    Convertible Bond are fully converted:                                     
                                                                              
                    Assuming that the Convertible Bond                        
            Existing (as at the date of the        are fully converted        
    into Shares at the                                                        
    Name of Shareholder        Subscription Agreement)        Conversion      
    Price of HK$0.30 each                                                     
                                                            Approx. % to      
    the                                                                       
                            Approx. % to the                                  
    enlarged issued                                                           
                            issued share capital                              
    share capital                                                             
            No. of issued Shares                of the Company                
    No. of Shares                 of the Company                              
                                                                              
    New Rank Groups Limited        54,351,600        (Note 1)        20.0%    
    54,351,600                17.4%                                           
                                                                              
    Leung Kwo (Note 1)        4,800,000                1.8%                   
    4,800,000                1.5%                                             
                                                                              
    Wei Ping (Note 2)        47,032,000                17.3%                  
    47,032,000                15.1%                                           
                                                                              
    Han Junran (Note 3)        13,587,900        (Note 1)        5.0%         
    13,587,900                4.4%                                            
                                                                              
    Public shareholders        151,986,500                55.9%               
    151,986,500                48.8%                                          
                                                                              
    The Subscriber        -                 -                 40,000,000      
    12.8%                                                                     
                                                                              
    Total        271,758,000                100%                311,758,00    
    100%                                                                      
                                                                              
                                                                              
    Notes:                                                                    
                                                                              
    (1)        As disclosed in the Company's 2003 Annual Report, the          
    shares have been charged to a wholly-owned subsidiary of Poly (Hong       
    Kong) Investments Limited, formerly known as Continental Mariner          
    Investment Company Limited, a company listed on the Stock Exchange as     
    security interest pursuant to a share charge dated 23 June 2003. New      
    Rank Groups Limited is an indirect wholly-owned subsidiary of Royal       
    Bank Trustee. Royal Bank Trustee is the trustee of a discretionary        
    trust the discretionary objects of which include certain relatives of     
    and companies controlled by Mr Leung Kwo, the former Chairman and         
    executive Director of the Company. As announced by the Company in its     
    announcement dated 16 December 2002, Mr Leung Kwo resigned from the       
    posts with effect from the same date.                                     
                                                                              
    (2)        Other than being a substantial shareholder of the Company,     
    Mr Wei Ping does not have any relationship with the Company.              
                                                                              
    (3)        Mr Han Junran is an executive Director and Chairman of the     
    Company.                                                                  
                                                                              
    To the knowledge of the directors of the Company, the Subscriber is an    
    indirect wholly-owned subsidiary of Gold Champ (Hong Kong) Limited        
    which is owned as to 50% by Mr Iwamoto Toshio and as to 50% by Ms Chui    
    Kit Yee. The Subscriber and its ultimate beneficial owners are all        
    third parties independent of and not connected with the Company and       
    its connected persons (as chief executive and/or directors of the         
    Company, as defined in the Listing Rules of the Stock Exchange).          
                                                                              
    GENERAL                                                                   
                                                                              
    The Company has not raised any funds from the public or by way of         
    private placement in the past twelve months.