09:17 TOPSEARCH INT'L<02323>-Announcement&Resumption of Trading(5) "Mr. Cheok" Mr. Cheok Ho Fung, the Chairman, Chief Executive Officer and a controlling shareholder of the Company "Placing Agent" Sun Hung Kai International Limited, a deemed licensed corporation registered under the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong) "Placing Agreement" the placing agreement between Inni and the Placing Agent dated 24 February 2005 for the Placing "Placing Price" the placing price of HK$0.90 per Placing Share "Placing Shares" up to 70,000,000 existing Shares beneficially owned by Inni and to be placed to the placees pursuant to the Placing Agreement "Placing" the placing of the Placing Shares beneficially owned by Inni to the placees pursuant to the Placing Agreement "SFC" the Securities and Futures Commission of Hong Kong "Shares" ordinary shares of HK$0.10 each in the share capital of the Company "Stock Exchange" The Stock Exchange of Hong Kong Limited "Subscription the subscription agreement between the Company and Inni dated 24 Agreement" February 2005 for the Subscription "Subscription Price" the subscription price of HK$0.90 per Subscription Share "Subscription Shares" such number of new Shares equal to the number of Placing Shares successfully placed under the Placing and which are to be subscribed by Inni pursuant to the Subscription Agreement "Subscription" the subscription for the Subscription Shares at the Subscription Price On behalf of the Board Cheok Ho Fung Chairman and chief executive officer Hong Kong, 25 February 2005 As at the date of this announcement, the Board comprises Mr. Cheok Ho Fung, Mr. Ng Chi Shing, Mr. Wong Shui Hing and Mr. Ting Sui Ping being the Executive Directors, Mr. Kwok Chi Kwong, Danny, Mr. Tang Yok Lam, Andy and Mr. Ng Kwok Ying, Alvin being the Non-Executive Directors and Mr. Leung Shu Kin, Alfred and Mr. Wong Wing Kee being the Independent Non-executive Directors.