09:21     VASO DIGITAL<08220> - Announcement & Resumption (2)                 

    conditions and terms of the Offer. The Company will                       
    establish an independent board committee to advise                        
    the independent Shareholders in accordance with the                       
    Takeovers Code. An independent financial adviser will                     
    be appointed by the Company to advise the independent                     
    board committee of the Company.                                           
                                                                              
    Warning:                                                                  
                                                                              
    The Offer is a possibility only.                                          
                                                                              
    The Offer will only be made if the S&P Agreement is                       
    completed. Completion is conditional upon the                             
    fulfilment or waiver of the conditions referred to                        
    in the sub-paragraph headed "Conditions" under the                        
    paragraph headed "The S&P Agreement" below.                               
    Shareholders are advised to exercise caution when                         
    dealing in the Shares.                                                    
                                                                              
    At the request of the Company, trading in the Shares                      
    on the Stock Exchange was suspended with effect from                      
    9:38 a.m. on 24 February 2005. Application has been                       
    made by the Company for the resumption of trading in                      
    the Shares on the Stock Exchange with effect from 9:30                    
    a.m. on 2 March 2005.                                                     
                                                                              
    By order of the sole director of                                          
    Modern China Holdings Limited                                             
    Chen Jijin                                                                
                                                                              
    By order of the board of                                                  
    Vaso Digital International Holdings Limited                               
    Yasukawa Yoshihiro                                                        
    Chairman                                                                  
                                                                              
    Hong Kong, 1 March 2005                                                   
                                                                              
    The sole director of the Offeror accepts full                             
    responsibility for the accuracy of the information                        
    contained in this announcement (other than that                           
    relating to the Group) and confirms, having made all                      
    reasonable enquiries, that to the best of his                             
    knowledge, opinions expressed in this announcement                        
    have been arrived at after due and careful                                
    consideration and there are no other facts not                            
    contained in this announcement (other than that                           
    relating to the Group) the omission of which would                        
    make any statement in this announcement misleading.                       
                                                                              
    The Directors jointly and severally accept full                           
    responsibility for the accuracy of the information                        
    contained in this announcement (other than that                           
    relating to the Offeror) and confirm, having made all                     
    reasonable enquiries, that to the best of their                           
    knowledge, opinions expressed in this announcement                        
    have been arrived at after due and careful                                
    consideration and there are no other facts not                            
    contained in this announcement (other than that                           
    relating to the Offeror) the omission of which would                      
    make any statement in this announcement misleading.                       
                                                                              
    The above announcement is a summary only. For the full                    
    version of this announcement, please refer to the                         
    "Latest Company Announcements" page on the GEM                            
    website of www.hkgem.com.