09:14 TAKSON HOLDINGS<00918> - Announcement (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. TAKSON HOLDINGS LIMITED (Incorporated in Bermuda with limited liability) (Stock Code: 918) DISCLOSEABLE TRANSACTION RELATING TO THE FORMATION OF A JOINT VENTURE COMPANY On 26th January, 2005, Takson Garment, a wholly-owned subsidiary of the Company and Chongqing Union-4 entered into a joint venture agreement to form a joint venture company in Suzhou, PRC. Takson (Suzhou) will be a sino-foreign equity joint venture whose currently proposed operations are the manufacture, export and sale of varies types of textile products, clothings and accessories. LISTING RULES IMPLICATIONS As the investment amount of RMB5,500,000 (equivalent to approximately HK$5,200,000) exceeds 5% of the results of the asset and consideration tests as calculated under Rule 14.07 of the Listing Rules, the entering into the Joint Venture Agreement constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules. A circular containing details of the formation of the Joint Venture Company will be despatched to Shareholders as soon as practicable. The Directors are pleased to announce that on 26th January, 2005, Takson Garment, a wholly-owned subsidiary of the Company and Chongqing Union-4 entered into the Joint Venture Agreement to form the Joint Venture Company in Suzhou, PRC. Details are contained in this announcement. THE JOINT VENTURE AGREEMENT Date 26th January, 2005 Parties (1) Chongqing Union-4 (2) Takson Garment, a wholly-owned subsidiary of the Company Having made all reasonable enquiry, the Directors confirm to the best of their knowledge, information and belief that Chongqing Union-4 and its ultimate beneficial owner are third parties independent of and not connected with the directors, chief executive or substantial shareholders of the Company or its subsidiaries or any of their respective associates. Joint Venture Company The proposed name of the Joint Venture Company is * (Takson (Suzhou) Garment Mfg. Co. Limited). Term 20 years Investment amount RMB10,000,000 (equivalent to approximately HK$9,452,000). This amount was arrived after arm's length discussions between the parties by reference to the anticipated capital expenditure and working capital requirement of the Joint Venture Company. Registered capital RMB$10,000,000 (equivalent to approximately HK$9,452,000) Capital injection into registered capital Joint Venture Amount of Percentage of total Party capital injection By way of registered capital RMB HK$ % equivalent (approximate)