10:32 ZIDA TECH<00859> - Announcement & Resumption (9) announcement of the offer. The Company is required to despatch a response document in relation to the Offers to the Shareholders and the Optionholders within 14 days of the posting of the offer document in accordance with Rule 8.4 of the Takeovers Code. An independent board committee of the Company will be appointed to advise the Independent Shareholders and the Optionholders in respect of the Offers. An independent financial adviser will be appointed to advise the independent board committee of the Company, the Independent Shareholders and the Optionholders in respect of the Offers. An announcement will be made as soon as the appointment of the independent financial adviser is confirmed. WARNING The Offers will only be made if Completion takes place pursuant to the S&P Agreement. Completion is subject to satisfaction and/or waiver of the conditions specified in the S&P Agreement as detailed above. Accordingly, the S&P Agreement may or may not be completed and the Offers may or may not proceed. Shareholders and potential investors are advised to exercise extreme caution when dealing in the Shares. SUSPENSION AND RESUMPTION OF TRADING At the request of the Company, trading in the Shares has been suspended with effect from 9:30 a.m. on 24 March 2005 pending the release of this announcement. An application has been made by the Company to the Stock Exchange for the resumption of trading of the Shares with effect from 9:30 a.m. on 4 April 2005. In this announcement, the following expressions have the meanings set out below unless the context requires otherwise. "Board" the board of directors "Completion" completion of the S&P Agreement "Company" Zida Computer Technologies Limited, a company incorporated in Bermuda with limited liability, the Shares of which are listed on the Main Board of the Stock Exchange "Directors" the director(s) of the Company "Dr. Li" Dr. Li Chi Kwong, an independent non-executive Director "Encumbrances" all pledges, charges, liens, mortgages, security interests, pre-emption rights, options and any other encumbrances or third party rights or claims of any kind (other than workmen's and similar liens arising or incurred in the ordinary course of the business of the Group and securing obligations not material in amount and provisions constituting reservation and retention of title clauses entered into in the ordinary course of the business of the Group in favour of suppliers of goods purchased in the ordinary course of the business of the Group) "Group" the Company and its subsidiaries "Hong Kong" the Hong Kong Special Administrative Region of the PRC "Independent Shareholders" Shareholders other than the Offeror and parties acting in concert with it "Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange