09:48 CHINA RICH HOLD<01191> - Announcement & Resumption (6) or trading position or prospects of the Group as a whole; or (ii) the occurrence of any local, national or international event or change, whether or not forming part of a series of events or changes occurring or continuing before, and/or after the date hereof, of a political, financial, economic currency, market or other nature, or in the nature of any local, national or international outbreak or escalation of hostilities or armed conflict, or affecting local securities markets which may, in the reasonable opinion of Yu Ming materially and adversely affect the business or the financial or trading position or prospects of the Group as a whole; or (iii) any material adverse change in the business or in the financial or trading position or prospects of the Group as a whole; or (b) any material adverse change in market conditions (including, without limitation, a change in fiscal or monetary policy or foreign exchange or currency markets, suspension or restriction of trading in securities, and a change in currency conditions for this purpose includes a change in the system under which the value of the Hong Kong currency is pegged with that of the currency of the United States of America) occurs which in the reasonable opinion of Yu Ming makes it inexpedient or inadvisable to proceed with the Rights Issue; or (c) the circular or the prospectus in connection with the Rights Issue when published contain information (either as to business prospects or the condition of the Group or as to its compliance with any laws or the Listing Rules or any applicable regulations) which has not prior to the date of the Underwriting Agreement been publicly announced or published by the Company and which may in the reasonable opinion of Yu Ming is material to the Group as a whole and is likely to affect materially and adversely the success of the Rights Issue or might cause a prudent investor not to accept the Rights Shares provisionally allotted to it. If the Underwriting Agreement is terminated by Yu Ming on or before the aforesaid deadline or does not become unconditional, the Rights Issue will not proceed. WARNING OF THE RISK OF DEALING IN THE SHARES AND NIL-PAID RIGHTS SHARES The Shares will be dealt in on an ex-rights basis from Wednesday, 4 May 2005. Dealings in the Rights Shares in the nil-paid form will take place from Wednesday, 18 May 2005 to Thursday, 26 May 2005 (both days inclusive). If the conditions of the Rights Issue are not fulfilled and/or waived on or before 1 June 2005 (or such later time and/or date as the Company and Yu Ming may determine), or the Underwriting Agreement is terminated by Yu Ming, the Rights Issue will not proceed and the Rights Issue will lapse. Any persons contemplating buying or selling Shares from the date of this announcement up to the date on which all the conditions of the Rights Issue are fulfilled and/or waived, and any dealings in the Rights Shares in their nil-paid form between Wednesday, 18 May 2005 and Thursday, 26 May 2005 (both dates inclusive), bear the risk that the Rights Issue may not become unconditional or may not proceed. Any Shareholders or other persons contemplating dealings in the Shares or nil-paid Rights Shares are recommended to consult their own professional advisers. EXPECTED TIMETABLE The expected timetable for the Rights Issue set out below is indicative only and it has been prepared on the assumption that the Capital Reorganisation will be approved by the Shareholders at the SGM. The expected timetable is subject to change, and any such changes will be announced in a separate announcement by the Company as and when appropriate. 2005 Despatch of Company's circular with notice of SGM Monday, 18 April Last day of dealings in Shares on a cum-rights basis 4:00 p.m., Tuesday, 3 May First day of dealings in Shares on an ex-rights basis Wednesday, 4 May Latest time for lodging transfer of Shares in order to qualify for the Rights Issue 4:00 p.m., Thursday, 5 May Register of members of the Company closed Friday, 6 May to Thursday, 12 May (both dates inclusive)