10:56 CHEUNG KONG<00001> - Announcement (2) respect of the Wenjiang Land subject to and on the terms and conditions set out therein The Board of CKH wishes to announce that Glory Sense, a company owned as to 50/50 by the respective indirect wholly owned subsidiaries of CKH and HWL, was successful in the bid for the Wenjiang Land for development into residential and commercial properties. JVCo, a new joint venture owned 50/50 through Glory Sense, has been established on 2nd March, 2005 for the sole purpose of owning and developing the Wenjiang Land. Pursuant to the Land Use Right Transfer Contract, JVCo agreed to acquire the land use right in respect of the Wenjiang Land for a consideration of RMB347,200,000 (approximately HK$326,360,000) payable by instalments and subject to the terms and conditions set out therein. To fund the payment of land cost, construction costs and other project costs for the development of the Wenjiang Land, the total investment and registered capital of JVCo are proposed to be RMB570,000,000 (approximately HK$535,800,000) and RMB200,000,000 (approximately HK$188,000,000) respectively. Any contribution to the registered capital of, and any shareholders' loans to, JVCo is expected to be made equally by indirect subsidiaries of CKH and HWL in proportion to their respective equity interests in JVCo. It is expected that any profit of JVCo is to be for the sole account of Glory Sense and to be ultimately shared equally by indirect subsidiaries of CKH and HWL in proportion to their respective indirect equity interests in JVCo. Reasons for the transaction The addition of the Wenjiang Land to the landbank for development into residential and commercial properties is consistent with one of the core business strategies for CKH. The Board of CKH, including the independent non-executive directors, considers the terms for the purchase of the Wenjiang Land and for the establishment of JVCo for the purpose of the Acquisition and Development to be in the interests of CKH and its shareholders, on normal commercial terms and fair and reasonable so far as CKH and its shareholders are concerned. Connected transaction HWL is a substantial shareholder of certain subsidiaries of CKH and hence is a connected person of CKH within the meaning of the Listing Rules. The joint venture arrangements for the purpose of effecting the Acquisition and Development constitute a connected transaction for CKH under Listing Rule 14A.13(6). The Stock Exchange rules that the amount of total capital commitment of each of CKH and HWL in connection with the establishment of JVCo is equal to 50% of the proposed total investment of JVCo for the purpose of Listing Rule 14.15(2). As the relevant percentage ratios represented by such "commitment" amount for CKH are more than 0.1% but less than 2.5%, such establishment of JVCo is according to Listing Rule 14A.32 exempt from the independent shareholders' approval requirements and is subject to the reporting and announcement requirements set out in Listing Rules 14A.45 to 14A.47. General The principal activities of the CKH Group are investment holding, property development and investment, hotel and serviced suite operation, property and project management and investments in securities.