09:36 RADFORD CAPITAL<00901> - Announcement & Resumption (9) Certificates for fully-paid Rights Shares expected to be despatched on or before 30 August 2005 Dealings in fully-paid Rights Shares expected to commence on 1 September 2005 Temporary counter for trading in New Shares in board lot of 2,000 New Shares closes 4:00 p.m. on 6 September 2005 Parallel trading in New Shares and existing Shares ends 4:00 p.m. on 6 September 2005 Free exchange of existing Share certificates for New Share certificates ends 9 September 2005 In order to alleviate the difficulties arising from the existence of odd lots of New Shares, the Company has agreed to procure an agent to arrange for matching service regarding the sale and purchase of odd lots of New Shares. The agent will provide the service for the sale and purchase of odd lots of the New Shares during the period from 16 August 2005 to 6 September 2005, both days inclusive. Further details in respect of the odd lots arrangement and colour of the New Share certificates will be set out in the Circular. Dates or deadlines specified in this announcement for events in the timetable for (or otherwise in relation to) the Capital Reorganisation and the Rights Issue are indicative only and may be extended or varied by the Company. Any change to the anticipated timetable for the Capital Reorganisation and the Rights Issue will be published as and when appropriate. SUSPENSION AND RESUMPTION OF TRADING At the request of the Company, pending the release of this announcement, trading of the Shares on the Stock Exchange was suspended with effect from 9:30 a.m. on 24 February 2005 and an application has been made for the resumption of trading with effect from 9:30 a.m. on 7 March 2005. GENERAL Pursuant to the requirements of Rule 7.19(6) of the Listing Rules, the proposed Rights Issue is conditional on the approval by the Shareholders at the EGM. The Company has no controlling shareholders as defined in Rule 1.01 of the Listing Rules. Mr. Chung Yuk Lun, Mr. Nakajima Toshiharu and Mr. Szeto Siu Kit, each being a Director holding 22,000,000 Shares as at the date of this announcement, and their respective associates (as defined in the Listing Rules) shall abstain from voting in favour of the Rights Issue. To the best knowledge of the Directors, the respective associates (as defined in the "Listing Rules") of Mr. Chung Yuk Lun, Mr. Nakajima Toshiharu, Mr. Szeto Siu Kit, the other Directors (excluding Mr. Chung Yuk Lun, Mr. Nakajima Toshiharu and Mr. Szeto Siu Kit) and their respective associates do not hold any Shares as at the date of this announcement. An independent board committee of the Directors will be formed to advise the independent Shareholders and an independent financial adviser will be appointed to advise the independent board committee and the independent Shareholders in respect of the Rights Issue. A circular containing, among others, (i) further information regarding the details of the Capital Reorganisation and the Rights Issue; (ii) the advice of the independent financial adviser to the independent board committee of the Company and the independent Shareholder in relation to the Rights Issue; (iii) the recommendation of the independent board committee of the Company to the independent Shareholders in relation the Rights Issue; and (iv) a notice convening the EGM, will be despatched to the Shareholders as soon as possible. The Board noted the increase in the trading volume and decrease in the trading price of the Shares on the Last Trading Day and wishes to state that other than the Subscription and the Rights Issue, the Board is not aware of any reasons for such changes and the Board also wishes to confirm that there are no negotiations or agreements relating to intended acquisitions or realisations which are discloseable under Rule 13.23 of the Listing Rules, and nor is the Board aware of any matter discloseable under the general obligation imposed by Rule 13.09 of the Listing Rules, which is or may be of a price-sensitive nature. Shareholders are recommended to consult their licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser if they are in doubt about any of the above matters. DEFINITIONS USED IN THIS ANNOUNCEMENT