09:37 CLP HOLDINGS<00002> - Announcement (3) DEFINITIONS Unless the context otherwise requires, terms used in this announcement shall have the following meanings: "A$" Australian Dollars "Acquisition" the acquisition by CLP Energy of the EB from Singapore Power through the acquisition of all the issued shares of SPI E&G and SPI Pipelines "AusPower" AusPower Holdings Pty Limited, the immediate holding company of Yallourn Energy "CLP Energy" CLP Power Australia Energy Holdings Pty Limited, a wholly-owned subsidiary of CLP Power Asia "CLP Group" the Company and its subsidiaries "CLP Power Asia" CLP Power Asia Limited, a wholly-owned subsidiary of the Company "Company" CLP Holdings Limited, a company incorporated in Hong Kong with limited liability and whose shares are listed on the Stock Exchange (Stock code: 002) "Consideration" the consideration for the Acquisition under the Share Sale Agreement "Directors" the directors of the Company "EB" the merchant energy business in Australia presently owned, prior to the Acquisition, by Singapore Power through its wholly-owned subsidiaries, SPI E&G and SPI Pipelines "EBITDA" earnings before interest, tax, depreciation and amortisation "HK$" Hong Kong Dollars "Listing Rules" Rules Governing the Listing of Securities on the Stock Exchange "MW" Megawatts (one million watts) "SEAGas" owner of a 685 kilometre natural gas transmission pipeline between Victoria and South Australia, and 33% owned by SPI Pipelines "SEAGas Adjustment" the reduction in the Consideration if the shares in SPI Pipelines are excluded from the Acquisition as a result of the exercise of pre-emption rights "Share Sale Agreement" the share sale agreement in relation to the Acquisition signed by the Company, CLP Energy and the Vendor on 7 March 2005 "Singapore Power" Singapore Power Limited "SPI Australia Group" SPI Australia Group, a wholly-owned subsidiary of Singapore Power "SPI E&G" SPI Electricity & Gas Australia Pty Limited, a company incorporated under the laws of Victoria and a wholly-owned subsidiary of Singapore Power prior to the Acquisition "SPI Pipelines" holding companies which hold Singapore Power's interest in the SEAGas pipeline "Stock Exchange" The Stock Exchange of Hong Kong Limited "Vendor" SPI Electricity & Gas Australia Holdings Pty Limited, a company incorporated under the laws of Victoria and a wholly-owned subsidiary of Singapore Power "Yallourn Energy" Yallourn Energy Pty Limited, the operator of a 1,480 MW coal-fired power station at Yallourn, Victoria In this announcement, figures in A$ are translated to HK$ at the exchange rate of A$1.00 = HK$6.10 for illustration purposes only. By Order of the Board Peter W. Greenwood Director & Company Secretary Hong Kong, 8 March 2005 Trading in the nil paid Rights in the warrants of CITIC 21CN Company Limited (stock code: 2963) will cease after the close of business today (09/03/2005) (FORCE MAJEURE WARNING: These rights are conditional).