09:52     MAINLAND HOLD<01100> - Announcement (2)                             

                                                    Percentage of             
                                                    total issued capital      
                                                    of Futureview             
    Joint venture party     Subscription amount     after Completion          
                            (HK$)                   (%)                       
                                                                              
    Jumbo                   10,000,000              51%                       
    PPW                     5,000,000               49%                       
                            --------------------------------------------      
    Total                   15,000,000              100%                      
                            ============================================      
                                                                              
    The excess of the Company's commitment over PPW's subscription            
    amount into Futureview is to reflect the value of the rights              
    under the Licence which belong to PPGL and which will be assigned         
    to Futureview or its subsidiaries, further details of which are           
    set out in "INFORMATION ON PPW AND THE LICENSE". The Directors            
    are of the view that the Subscription was negotiated on an arms           
    length basis.                                                             
                                                                              
    None of the parties to the Subscription Agreement or the                  
    Shareholders' Agreement is under any contractual obligation to            
    make additional capital injection into Futureview except that             
    Jumbo has agreed to extend a shareholder's loan of HK$20 million          
    to Futureview upon completion of the Subscription Agreement.              
    The loan will be interest free for the first two years. Interest          
    will then be payable annually thereafter at the best lending              
    rate quoted by the Hongkong and Shanghai Banking Corporation              
    Limited from time to time. The loan will be sourced from internal         
    resources of the Group.The total capital commitment of the                
    Company (including under the Subscription and the shareholder's           
    loan) is therefore HK$30 million.                                         
                                                                              
    After completion of the Subscription Agreement, Futureview will           
    be recorded as a subsidiary of the Company in its financial               
    statements.                                                               
                                                                              
    Completion                                                                
                                                                              
    Completion of the Subscription Agreement is conditional upon              
    the completion of the assignment of the Licence to Futureview             
    or its subsidiaries (further details are contained in the section         
    "Information on PPW and the Licence") and compliance with the             
    requirements of the Listing Rules. The assignment of the Licence          
    and Completion of the Subscription Agreement is expected to take          
    place no later than 30th April, 2005.                                     
                                                                              
    JOINT VENTURE COMPANY                                                     
                                                                              
    Futureview Investment Limited is a company incorporated on 6th            
    August, 2004 under the laws of the British Virgin Islands with            
    limited liability.                                                        
                                                                              
    The principal activities of Futureview and its subsidiaries will          
    be the sourcing, production and sale of Sanrio products in the            
    PRC pursuant to the Licence. It does not currently have any               
    business operations. There is no set duration of the term of              
    the joint venture between PPW and the Company through Futureview.         
    The expected total asset value of Futureview immediately after            
    the Completion of the Subscription is approximately HK$35                 
    million.                                                                  
                                                                              
    Profit/loss arrangement                                                   
                                                                              
    The profits and losses of Futureview will be shared pro-rata              
    to the joint venture party's interest in its issued share capital.        
                                                                              
    Pre-emptive right