09:58     SUN INNOVATION<00547> - Announcement (1)                            

    The Stock Exchange of Hong Kong Limited (the "Stock Exchange") 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.                                                             
                                                                              
                                                                              
    SUN INNOVATION HOLDINGS LIMITED                                           
    (Incorporated in Bermuda with limited liability)                          
    (Stock Code: 547)                                                         
                                                                              
    Transfer of Convertible Preference Shares in                              
    Sun Innovation Holdings Limited                                           
                                                                              
                                                                              
    SUMMARY                                                                   
                                                                              
    The Company today receives a notification from Station that it will       
    enter into an agreement with ELC for the disposal of 800,000,000          
    Convertible Preference Shares to ELC.                                     
                                                                              
    Reference are made to the Company's announcement dated 30th June, 2004    
    in relation to the completion of the subscription of 3,066,666,666        
    convertible preference shares of HK$0.01 each ("Convertible Preference    
    Shares") issued by the Company to Station Investments Limited             
    ("Station"), both Station and its beneficial owner, Mr. Leung Kin         
    Cheung, Patrick, are not connected with the directors, chief executives   
    or substantial shareholders of the Company and its subsidiaries or any    
    of their respective associates, and a subsequent announcement dated 29th  
     November, 2004 in relation to the transfer of 1,200,000,000 Convertible  
     Preference Shares.                                                       
                                                                              
    The Company today receives a notification from Station that it will       
    enter into an agreement with e-Lux Corporation ("ELC") for the disposal   
    of 800,000,000 Convertible Preference Shares to ELC, subject to           
    fulfilment of certain conditions. ELC is a listed company in Japan and    
    is also a shareholder of the Company which holds 6.11% of the existing    
    issued share capital of the Company. The total number of issued shares    
    of the Company as at 22nd March, 2005 is 6,394,755,639 shares. After the  
     completion of the transfer, Station will continue to hold 900,000,000    
    Convertible Preference Shares. The total outstanding Convertible          
    Preference Shares as at the date of this announcement is 2,100,000,000    
    Convertible Preference Shares (including those held by Station and ELC).  
     Besides the outstanding Convertible Preference Shares, as at the date    
    of this announcement, the Company also has 545,000,000 options            
    (excluding the options granted under the employee share option scheme)    
    outstanding. After the full conversion of all the outstanding             
    Convertible Preference Shares and outstanding options, the total number   
    of issued shares of the Company will be increased to 9,039,755,639        
    shares.                                                                   
                                                                              
    Saved as disclosed in the above paragraph that ELC holds 6.11% of the     
    existing share capital of the Company, the Board of the Company confirms  
     that to the best of their knowledge, ELC is independent of and not       
    connected with the directors, chief executive or substantial              
    shareholders of the Company or any of its subsidiaries or any of their    
    associates.                                                               
                                                                              
    If ELC acquires the 800,000,000 Convertible Preference Shares in the      
    principal amount of HK$18 million, the shareholding of ELC will increase  
     from 6.11% to 14.02% of the issued share capital of the Company upon     
    full conversion of all the Convertible Preference Shares based on the     
    total number of issued ordinary shares at the date of this announcement,  
     as enlarged by the issue of ordinary shares at the Company ("Ordinary    
    Shares") upon such conversion. (Under the terms of the Convertible        
    Preference Shares, the holders of the Convertible Preference Shares will  
     be entitled to convert their shares in multiples of 100,000,000 into     
    Ordinary Share at a conversion price of HK$0.0225 per Ordinary Share,     
    subject to adjustments if any.)                                           
                                                                              
    Based on the register maintained by the Company under the Securities and  
     Futures Ordinance as at the date of this Announcement and assuming no    
    further shares are issued by the Company, the shareholding of the         
    Company before and after the conversion of the Convertible Preference     
    Shares and outstanding options are as follows.                            
                                                                              
             After conversion of                                              
       Before conversion of    After conversion of    all the Convertible     
       all the Convertible    all the Convertible   Preference Shares and     
       Preference Shares   Preference Shares   outstanding options Note 3     
       Number             Number             Number                           
    Name of Shareholder   of shares      %      of shares      %      of      
    shares      %