10:25     GREAT WALL AUTO<02333> - Announcement (2)                           

    (10)  Where online voting is adopted, the Company shall specify the       
    timing and voting procedures of online voting and the matters to be       
    considered in the notice of the general meeting. Online voting for the    
    general meeting shall start not earlier than 3:00 p.m. on the day         
    before the convening of the on-the-spot general meeting but not later     
    than 9:30 a.m. on the day of convening of the on-the-spot general         
    meeting, and shall end not earlier than 3:00 p.m. on the day of the       
    on-the-spot general meeting is concluded.                                 
                                                                              
    (C)  to the end of article 71 as a new paragraph:                         
                                                                              
      All shareholders, whose names appear on the register of members on      
    the record date for the purpose of the general meeting, are entitled to   
    exercise their voting rights through the online voting system of the      
    general meeting provided that the voting right of the same shares shall   
    be exercised by only one of the following ways: on-the-spot voting,       
    online voting or otherwise as specified.                                  
                                                                              
    (D)  as article 88A:                                                      
                                                                              
      The following matters shall not be implemented or applied for unless    
    they have been approved by all of the shareholders of the Company at      
    the general meeting and have been passed by more than half of the         
    holders of A shares with voting rights present at the general meeting     
    in accordance with the requirements of laws, administrative regulations   
    and the articles of association of the Company:                           
                                                                              
    (1)  the issue by the Company of additional new shares to the public      
    (including the issue of overseas listed foreign shares or other           
    certificates of securities nature), issue of convertible bonds of the     
    Company and placing of shares to existing shareholders (except for the    
    shares which the shareholder with effective controlling right has         
    undertaken to subscribe for in full wholly in cash before the general     
    meeting is held);                                                         
                                                                              
    (2)  any material restructuring of assets of the Company in which the     
    total consideration for the assets to be purchased exceeds the audited    
    net book value of the assets purchased by 20% or more;                    
                                                                              
    (3)  the repayment by shareholders of their debts due to the Company      
    using their shareholding in the Company;                                  
                                                                              
    (4)  the overseas listing of subsidiaries of the Company which have a     
    material impact on the Company;                                           
                                                                              
    (5)  any relevant matter in the development of the Company which will     
    have material effect on the interests of the public shareholders.         
                                                                              
    The above matters shall be voted on-line. After the despatch of the       
    notice of general meeting, the Company shall re-issue such notice         
    within three days from the record date of share ownership.                
                                                                              
    The proposed amendments to the Articles and the A Shares Articles are     
    subject to the approval of the Shareholders by way of passing a special   
    resolution at the annual general meeting (the "AGM") of the Company to    
    be held at 9 a.m. on Tuesday, 10 May 2005 at Conference Room 8, 115       
    Gongnong Road South, Nanshi District, Baoding, Hebei Province, the PRC.   
    A circular containing, inter alia, information on the proposed            
    amendments to the Articles and the A Shares Articles together with a      
    notice convening the AGM will be despatched to the Shareholders on 23     
    March 2005.                                                               
                                                                              
    By Order of the Board                                                     
    Bai Xuefei                                                                
    Company Secretary                                                         
                                                                              
    Baoding, the People's Republic of China, 23 March 2005.                   
                                                                              
    *  For identification purposes only                                       
                                                                              
    As at the date of this announcement, members of the Board are as          
    follows:                                                                  
                                                                              
    Executive directors: Mr. Wei Jian Jun, Mr. Liu Ping Fu, Ms. Wang Feng     
    Ying, Mr. Liang He Nian and Ms. Yang Zhi Juan.                            
                                                                              
    Non-executive directors: Mr. He Ping and Mr. Niu Jun.                     
                                                                              
    Independent non-executive directors: Mr. Han Chuan Mo, Mr. Zhang Ming     
    Yu, Mr. Zhao Yu Dong and Mr. Wong Chi Keung.