10:24 SHIMAO CHINA<00649> - Announcement & Resumption (22) (Shanghai Shimao Enterprises Development Co. Ltd.), a company established in the PRC in which Mr. Xu holds a 93.33% interest "Shimao Lakeside Garden" a property development at Jinyang Shenghuoyuanqu, Jinqiao, Pudong, Shanghai, PRC "SPHL" Shimao Property Holdings Limited, a company wholly-owned by Mr. Hui (but which is proposed to be transferred to Overseas Investment as part of Mr. Hui's personal estate planning) and which is proposed to be the holding company of Mainland China property development and investment interests "SPHL Group" SPHL, its subsidiaries and associated companies "SPHL Offer Shares" the ordinary shares of HK$0.10 each in the share capital of SPHL to be offered under the Proposed SPHL Offering "SPHL Share(s)" the ordinary share(s) of HK$0.10 each in the share capital of SPHL "Stock Exchange" The Stock Exchange of Hong Kong Limited "Suifenhe Announcement" the announcement published by the Company on 23 February 2005 relating to, inter alia, the conditional acquisition of the Suifenhe Shimao Development Project by the Group "Suifenhe Shimao Development Project" the property development located in a region designated for the development of cross-border commerce and tourism between the Russia and PRC and is planned to include a mixture of residential, commercial and retail space and warehousing and logistics facilities "Undertaking" the non-competition undertaking dated 19 February 2005 entered into between the Company, Mr. Hui, SPHL, Overseas Investment, Mr. Xu, Shimao Enterprises and the A Share Company, pursuant to which, inter alia, the parties agree to delineate their respective businesses on the terms and conditions set out therein "Underwriting Agreements" the Hong Kong underwriting agreement and international purchase agreement to be entered into among SPHL and the underwriters named therein Shareholders and potential investors of the Company are advised to exercise extreme caution when dealing in the securities of the Company. By Order of the Board Shimao China Holdings Limited Hui Wing Mau Chairman As at the date of this announcement, the Board comprises Directors: Independent Non-executive Directors: Hui Wing Mau (Chairman and Non-Executive Director) Lee Chack Fan Chung Shui Ming, Timpson (Chief Executive Officer Liu Hing Hung and Executive Director) Zhu Wenhui Hui Mei Mei, Carol (Deputy Chairman