09:37     CITIC PACIFIC<00267> - Announcement (1)                             

    The Stock Exchange of Hong Kong Limited takes no                          
    responsibility for the contents of this announcement,                     
    makes no representation as to its accuracy or                             
    completeness and expressly disclaims any liability                        
    whatsoever for any loss howsoever arising from or in                      
    reliance upon the whole or any part of the contents                       
    of this announcement.                                                     
                                                                              
    CITIC Pacific Limited                                                     
                                                                              
    (Incorporated in Hong Kong with limited liability)                        
                                                                              
    (Stock Code: 267)                                                         
                                                                              
    CONNECTED TRANSACTION                                                     
                                                                              
    ACQUISITION OF INTEREST IN                                                
    WAL-MART EAST CHINA STORES CO., LTD.                                      
                                                                              
    The Directors announce that on 11 March 2005, the                         
    Purchaser, a wholly owned subsidiary of CITIC Pacific,                    
    entered into the Acquisition Agreement with the                           
    Vendor, pursuant to which the Purchaser has                               
    conditionally agreed to acquire from the Vendor a 35%                     
    equity interest in the JV Company at a consideration                      
    of US$3,580,000 (approximately HK$27,924,000). The                        
    JV Company is a sino-foreign equity joint venture                         
    established in the PRC and is engaged in hypermarket                      
    business in the PRC. Prior to completion of the                           
    Acquisition, the JV Company will be converted into                        
    a wholly foreign owned enterprise with a capital                          
    structure same as the one immediately prior to the                        
    said conversion.                                                          
                                                                              
    The Vendor is wholly-owned by CITIC Group, which is                       
    a substantial shareholder of the Company. Accordingly,                    
    the Vendor is a connected person of the Company and                       
    the Acquisition constitutes a connected transaction                       
    for the Company under the Listing Rules. Pursuant to                      
    the Listing Rules, as each of the applicable                              
    Percentage Ratios is less than 2.5%, the Acquisition                      
    is only subject to announcement and reporting                             
    requirements and does not require the approval of the                     
    independent shareholders of the Company. Details of                       
    the Acquisition is accordingly disclosed in this                          
    announcement and will be disclosed in the Company's                       
    forthcoming annual report pursuant to Rule 14A.45 of                      
    the Listing Rules.                                                        
                                                                              
    By an announcement dated 21 January 2005, the Company                     
    announced that it was in discussions with CITIC Group                     
    to acquire its 35% equity interest in the JV Company.                     
    As a result of such discussions, the Acquisition                          
    Agreement was entered into on 11 March 2005.                              
                                                                              
                                                                              
    DETAILS OF THE ACQUISITION AGREEMENT                                      
    Date:   11 March 2005                                                     
                                                                              
    Parties:        the Vendor as seller, a wholly owned                      
    subsidiary of CITIC Group. Since CITIC Group is a                         
    substantial shareholder of an approximately 29%                           
    interest in the Company, the Vendor is a connected                        
    person of the Company; and                                                
                                                                              
    the Purchaser as purchaser, a wholly owned subsidiary                     
    of the Company, which has carried no business other                       
    than the entering into of the Acquisition Agreement.                      
                                                                              
    Assets to be Acquired                                                     
    -       35% equity interest in the JV Company