11:17 CS CONSERVAT P<00351> - Announcement (7) Old Share on million for general expenses; and a best effort basis working capital purpose (iii) Approximately HK$4.08 million for working capital APPLICATION FOR LISTING Application will be made by the Company to the Stock Exchange for the grant of the listing of, and permission to deal in, the Placing Shares and the Subscription Shares. GENERAL As at the date of this announcement, the Subscribers and its respective associates in aggregate hold approximately 51.68% of the issued Shares of the Company. The Subscription constitutes a connected transaction for the Company under Chapter 14A of the Listing Rules and is thus required to be approved by the Independent Shareholders by way of poll. An Independent Board Committee will be appointed to advise the Independent Shareholders in respect of the Subscription. An independent financial adviser will be appointed to advise the Independent Board Committee and the Independent Shareholders on the same. A circular containing, among other things, further information on the Subscription Letter, the recommendation of the Independent Board Committee, the advice of the independent financial adviser on the fairness and reasonableness of the terms and conditions of the Subscription and the notice of the EGM will be despatched to the Shareholders as soon as practicable, and in accordance with the requirements of the Listing Rules, on or before 21 April 2005. CONTINUED SUSPENSION OF TRADING IN SHARES The Shares have been suspended from trading on the Stock Exchange from 9:48 a.m. on 23 March 2005, pending the issue of this announcement. The trading in the Shares will continue to be suspended pending the issue of an announcement in relation to a notifiable transaction. BOARD OF DIRECTORS As at the date of this announcement, the Board comprises six executive directors, namely, Mr. Hon Ming Kong, Ms. Wong King King, Mr. Chan Tat Chee, Mr. Chow Ho Tung, Anthony, Mr. Kwong Cheung Tim, Jimmy, and Mr. Hon Yik Kwong; three non-executive directors, namely, His Royal Highness Prince Idris Abdallah Al-Senussi, Mr. Alan Grant Quasha and Mr. Lo Wing Yat, Kelvin; and three independent non-executive directors, namely, Mr. Cham Yiu Keung, Mr. Chan Chi Yuen and Mr. Cheng Kin Chow, Tony. DEFINITIONS In this announcement, the following expressions have the meanings set out below unless the context requires otherwise: "associates" has the meaning given to that term in the Listing Rules "Board" the board of Directors of the Company "BVI" the British Virgin Islands "CIAM" CITIC International Assets Management Limited, a wholly-owned subsidiary of CITIC International Financial Holdings Limited which is listed on the Main Board of the Stock Exchange "CCIH" CITIC Capital Investment Holdings Limited, the entire issued share capital of which is owned by CITIC Capital Market Holdings Limited "Company" China Sciences Conservational Power Limited, a company incorporated in Hong Kong with limited liability, the Shares of which are listed on the Stock Exchange "Connected Persons" has the meaning given to that term in the Listing Rules "Director(s)" the director(s) of the Company "EGM" the extraordinary general meeting of the Company to be convened to consider and, if thought fit, approve the Subscription Letter and the transactions contemplated thereunder "Force Majeure" the Placing Agent is entitled, on the occurrence of certain events (including a material breach of any representations and warranties set out in the Placing and Underwriting Agreement, and material adverse change in the financial position of the Group), to, terminate the Placing and Underwriting Agreement at any time prior to