10:35     JACKLEY HOLDING<00353> - Announcement & Resumption (3)              

    on the Stock Exchange and the Qualifying Holders will not be              
    entitled to subscribe for any Offer Shares in excess of their             
    respective entitlements to subscribe for the Offer Shares. The            
    Directors consider that such structure of the Open Offer, which           
    will involve less administrative work and costs, is in the best           
    interests of the Company and the Shareholders as a whole.                 
                                                                              
    Closure of register of members:                                           
                                                                              
    The register of members of the Company will be closed from Tuesday,       
    8 March 2005 to Thursday, 10 March 2005 (both dates inclusive)            
    to determine the eligibility of Shareholders to the Open Offer.           
    No transfer of Shares will be registered during this period.              
                                                                              
    Subscription Price:                                                       
                                                                              
    HK$0.20 per Offer Share (equivalent to HK$0.02 per Share before           
    completion of the Capital Reorganisation), payable in full on             
    application. The Subscription Price represents:                           
                                                                              
    (i)     a discount of approximately 60% to the closing price of           
    HK$0.05 per Share as quoted on the Stock Exchange on 16 February          
    2005, being the last trading day before the suspension of trading         
    in the Shares pending the publication of this announcement;               
                                                                              
    (ii)    a discount of approximately 50% to the theoretical                
    ex-entitlement price of approximately HK$0.04 per Share based             
    on the aforesaid closing price per Share; and                             
                                                                              
    (iii)   a discount of approximately 63.24 % to the average closing        
    price of HK$0.0544 per Share as quoted on the Stock Exchange              
    for the last 10 consecutive trading days up to and including              
    16 February 2005.                                                         
                                                                              
    The Subscription Price has been determined based on arm's length          
    negotiations between the Company and the Underwriter, with                
    reference to the prevailing market prices of the Shares. The              
    Board considers that the terms of the Open Offer are fair and             
    reasonable and the discount of the Subscription Price as compared         
    to the recent market prices of Shares would encourage                     
    Shareholders to participate in the Open Offer and accordingly             
    the future growth of the Group.                                           
                                                                              
    Status of the Offer Shares:                                               
                                                                              
    The Offer Shares, when allotted and issued, will rank pari passu          
    in all respects with the New Shares in issue on the date of               
    allotment and issue of the Offer Shares. Holders of the Offer             
    Shares will be entitled to receive all future dividends and               
    distributions which are declared, made or paid in respect thereof         
    on or after the date of allotment and issue of such Offer Shares.         
                                                                              
    Certificates for the Offer Shares:                                        
                                                                              
    Subject to fulfillment of the conditions of the Open Offer, share         
    certificates for the Offer Shares are expected to be posted on            
    or before Wednesday,6 April 2005 to those Qualifying Holders              
    who have validly applied and paid for the Offer Shares by ordinary        
    post and at their own risks.                                              
                                                                              
    Rights of Excluded Shareholders:                                          
                                                                              
    Based on the Company's register of members as at the date of              
    this announcement, there are two Shareholders holding a total             
    of 71,777,000 Shares (equivalent to 7,177,700 New Shares                  
    assuming the Capital Reorganisation has become effective) and             
    with registered addresses outside Hong Kong (one with a                   
    registered address in the PRC holding 2,000 Shares (equivalent            
    to 200 New Shares assuming the