09:13 SHUI ON CONS<00983> - Announcement The Stock Exchange of Hong Kong Limited 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. SHUI ON CONSTRUCTION AND MATERIALS LIMITED (Incroporated in Bermuda with limited liabilities) (Stock Code: 983) DESPACTCH OF CIRCULAR MAJOR TRANSACTION IN RELATION TO THE PROPOSED INVESTMENT IN A JOINT VENTURE, POTENTIAL CONTINUING CONNECTED TRANSACTION AND MAJOR TRANSACTION IN RELATION TO THE SUBSEQUENT DISPOSAL OF INTEREST IN THE JOINT VENTURE Further to the announcements dated 25 June 2004, 19 July 2004, 2 August 2004, 11 August 2004, 23 August 2004, 6 September 2004, 28 September 2004, 6 October 2004, 19 November 2004, 7 January 2005, 2 March 2005 and 29 March 2005, as the Company entered into the New Agreements under which the mechanism for conducting the Acquisition and the capital injection in Yunnan JV has been revised and more time is required for the Board to review the circular, the Company has applied to the Stock Exchange for a further extension of time for despatch of the circular to 6 April 2005 and the circular will be despatched on the same date. Reference is made to the announcements dated 25 June 2004, 19 July 2004, 2 August 2004, 11 August 2004, 23 August 2004, 6 September 2004, 28 September 2004, 6 October 2004, 19 November 2004, 7 January 2005, 2 March 2005 and 29 March 2005 (the `Previous Announcements') of the Company. Terms defined in the Previous Announcements shall, unless otherwise defined herein, bear the same meanings as in this announcement. A circular containing, among other things, information on the JO Agreement and the Lafarge Agreement is required to be despatched to the Shareholders on or before 19 July 2004 under Rule 14.38 of the Listing Rules. The Company has applied to the Stock Exchange for extension of time for despatch of the circular to 2 August 2004, to 23 August 2004, to 6 September 2004, to 30 September 2004, to 30 November 2004, to 31 December 2004 and to 31 March 2005 as stated in the announcements of the Company dated 19 July 2004, 2 August 2004, 23 August 2004, 6 September 2004, 6 October 2004, 19 November 2004 and 7 January 2005 respectively and obtained the relevant consents to despatch the circular on or before 31 March 2005. As announced on 2 March 2005, the Company entered into the New Agreements under which the mechanism for conducting the Acquisition and the capital injection in Yunnan JV has been revised. Due to such change, additional time is required for the Board to review the circular. Accordingly, the Company has applied to the Stock Exchange for a further extension of time for the despatch of the circular under Rule 14.38 of the Listing Rules to 6 April 2005 and the circular will be despatched on the same date. By Order of the Board Shui On Construction and Materials Limited Janice Tam Company Secretary Hong Kong, 4 April 2005 As at the date of this announcement, the executive directors of the Company are Mr. Vincent Lo Hong Sui, Mr. Wilfred Wong Ying Wai, Mr. Lawrence Choi Yuk Keung, Mr. Frankie Wong Yuet Leung, Mr. Raymond Wong Fook Lam and Mrs. Vivien Lowe Hoh Wai Wan; the non-executive directors are Mr. Louis Wong Hak Wood and Professor Michael John Enright; and the independent non-executive directors are Mr. Anthony Griffiths, Mr. Marvin Cheung Kin Tung and Mr. Moses Cheng Mo Chi.