09:48 CHINA EB INT'L<00257> - Announcement (10) "Hong Kong" The Hong Kong Special Administrative Region of the PRC "Independent Board the committee of the board of the Directors, consisting of Committee" independent non-executive Directors, to be formed to advise the Shareholders in respect of the Contracts "Independent Third Party(ies)" independent third party(ies) who is(are) not connected person(s) (as defined in the Listing Rules) of the Company and is(are) independent of and not connected with the Company and any of its connected person (as defined in the Listing Rules) "Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange "Maidao Extension Facilities" the extension of the existing Qingdao Maidao waste water treatment plant located in the municipality of Qingdao, Shandong Province, the PRC "Operation and Maintenance the operation and maintenance agreement dated as of 1 June 2004 Agreement" and entered into between the Project Company and Qingdao Veolia Water Operating Company Limited pursuant to which the Project Company will sub-contract the provision of the operation and maintenance services in respect of the Facilities to Qingdao Veolia Water Operating Company Limited "Operation Company JV the joint venture contract dated 1 November 2003 entered into Contract" between the CE Environmental, Veolia Water and Qingdao Drainage for the purpose of forming Qingdao Veolia Water Operating Company Limited (*), which is a Sino- foreign co-operative joint venture company established under the laws of the PRC, which is owned as to 21% by CE Environmental, 78% by Veolia Water and 1% by Qingdao Drainage "OTV SA" OTV SA , a French company, which is a wholly-owned subsidiary of Veolia Water Systems "OTV Shenzhen" *(OTV Engineering (Shenzhen) Company Ltd.), a company established in the PRC with limited liability, which is a wholly-owned subsidiary of Veolia Water Systems "PRC" the People's Republic of China, and for the purpose of this announcement, excludes Hong Kong, the Macau Special Administrative Region and Taiwan "Previous Circular" the circular of the Company dated 8 July 2004 in relation to the continuing connected transactions contemplated by the Waste Water Treatment Agreement and the Operation and Maintenance Agreement "Project" the Project Company JV Contract and the Operation Company JV Contract as well as all the works and services in respect of the Facilities mentioned in the aforesaid two joint venture contracts "Project Company" Qingdao EB-VW Waste Water Treatment Co. Ltd. (*), a Sino-foreign co-operative joint venture company established under the laws of the PRC, which is owned as to 60% by EB-VW and 40% by Qingdao Drainage