09:04 STOCKMARTNET<08123> - Announcement & Resumption of Trading Pursuant to Chapter 36 of the Rules Governing the Listing of Securities on the Growth Enterprise Market of the Stock Exchange of Hong Kong Limited ("GEM Listing Rules"), the Securities and Futures Commission (the "SFC") regulates Stockmartnet Holdings Ltd. ("Company") in relation to the listing of its shares on The Stock Exchange of Hong Kong Limited. The SFC 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. This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities. This announcement, for which the directors of the Company (the "Directors") collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief (i) the information in this announcement is accurate and complete in all material respects and not misleading; (ii) there are no other matters the omission of which would make any statement in this announcement misleading; and (iii) all opinions expressed in this announcement have been arrived at after due and careful consideration and are founded on bases and assumptions that are fair and reasonable. Stockmartnet Holdings Ltd. (incorporated in the Cayman Islands with limited liability) (Stock Code: 8123) * At the EGM held on Friday, 1st April, 2005, the resolution to approve the Subscription Agreement and the transactions contemplated thereunder was passed by the Shareholders. * Upon Completion, the Subscriber and parties acting in concert with it hold a total of 1,005,148,000 Shares, or approximately 57.0% of the Company's issued share capital as enlarged by the Subscription Shares (assuming none of the New Options has been exercised). * Completion is currently expected to take place on or before 29th April, 2005. * Trading in the Shares was suspended at the request of the Company from 9:30 a.m. on Monday, 4th April 2005 pending the release of this announcement. An application has been made for trading in the Shares to resume with effect from 9:30 a.m.. on Thursday, 7 April, 2005. * Shareholders and potential investors of the Shares should note that the Subscription Agreement is conditional upon satisfaction or waiver (as the case may be) of certain Conditions and the Offers will only be made after Completion. Therefore the Subscription and the Offers may or may not proceed. Shareholders and potential investors are reminded to continue exercising caution when dealing in the Shares. By order of the Board of Stockmartnet Holdings Ltd. Seto John Gin Chung Chairman As at the date of this announcement Mr. Lee Sing Kai, Albert is the executive Director, Mr. Seto John Gin Chung, Mr. Lee Yiu Sun, Mr. Yue Wai Keung, Mr. Chan Henry, Mr. Chan Kai Yu, Martin, Mr. Chan Hung Ti, Mr. Cheng Chi Lam, Mr. Espina Anthony, Mr. Lee Jor Hung, Mr. Lee Sheung Yam, Mr. Wong Wai Sum and Mr. So Kin Wing are non-executive Directors and Mr. Chung Shui Ming, Timpson, Mr. Tsui Yiu Wa, Alec and Mr. Fung Cheong Yee, Alfred are independent non-executive Directors. Hong Kong, 6th April, 2005 The above announcement is a summary only. For the full version of this announcement, please refer to the 'Latest Company Announcements' page on the GEM website at www.hkgem.com.