10:23     ZIJIN MINING<02899> - Announcement (1)                              

    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.               
                                                                              
    Zijin Mining Group Co., Ltd.*                                             
                                                                              
    (a joint stock limited company incorporated in the People's Republic      
    of China with limited liability)                                          
                                                                              
    (Stock code: 2899)                                                        
                                                                              
    DISCLOSABLE TRANSACTION                                                   
    ESTABLISHMENT OF A NON WHOLLY-OWNED SUBSIDIARY                            
                                                                              
                                                                              
    The Board wishes to announce that the Company has entered into a          
    joint venture agreement dated 6 April 2005 (the `Joint Venture            
    Agreement') with 4 independent third parties for the establishment of     
    an equity joint venture (the `Proposed Transaction') in the PRC,          
    namely, Tibet Yulong Copper Co., Ltd.  (`Yulong Company'), Yulong         
    Company will be mainly engaged in the development of Tibet Yulong         
    copper mine. Tibet Yulong Copper Mine has 6.5 million tonnes approved     
    reserve of copper. The registered capital of Yulong Company is            
    RMB625,000,000 (HK$589,622,641 equivalent). Pursuant to the Joint         
    Venture Agreement, the Company will contribute RMB243,750,000             
    (HK$229,952,830 equivalent) in cash as registered capital,                
    representing 39% equity interest in Yulong Company. Each shareholder      
    of Yulong Company shall pay the registered capital by cash and/or by      
    injection of valuated assets on proportionate basis within 30 working     
    days after the establishment of the company. All parties agreed to        
    appoint an independent licensed valuer in China to carry out the          
    valuation. If the monetary value of the injected assets of any            
    shareholder is lower than the payable capital injection, the shortage     
    will be paid up in cash by that shareholder. Except for                   
    RMB625,000,000 (HK$589,622,641 equivalent) registered capital, all        
    parties do not have any financial commitments in this project.            
                                                                              
    As a result of the Proposed Transaction, the Company may have an          
    opportunity to expand in the exploration and development of mineral       
    resources in the northwestern parts of the PRC. Therefore, the            
    Directors consider that the Proposed Transaction and the terms of the     
    Joint Venture Agreement are in the fair and reasonable interest of        
    the Company and its shareholders as a whole.                              
                                                                              
    The Proposed Transaction constitutes a disclosable transaction of         
    the Company under Chapter 14 of the Listing Rules. A circular             
    containing, amongst things, further details relating to the Proposed      
    Transaction will be dispatched to the shareholders of the Company as      
    soon as practicable.                                                      
                                                                              
                                                                              
    JOINT VENTURE AGREEMENT                                                   
    Date: 6 April 2005                                                        
    Parties:                                                                  
    1.                                                                        
    Zijin Mining Group Co., Ltd. (the `Company');                             
    2.                                                                        
    The Western Mining Co., Ltd. (`Western Mining Company')                   
    3.                                                                        
    Tibet Autonomous Region Bureau of Exploration & Development of            
    Geology & Mineral Resource No. 6 Geology Team (`Geology Team No.6');      
                                                                              
                                                                              
    4.                                                                        
    Stated-owned Properties Management Co., of Changdu District, Tibet        
    Autonomous Region (`Changdu Company'); and                                
                                                                              
    5.                                                                        
    Tibet Autonomous Region Mining Development Co., Ltd. (`Mining             
    Development Company').                                                    
                                                                              
    As confirmed by the Directors, Western Mining Company, Geology Team       
    No.6, Changdu Company, and Mining Development Company and their           
    ultimate beneficial owners are not connected persons (as defined by       
    the Listing Rules) of the Company.                                        
                                                                              
    DETAILS OF THE PROPOSED TRANSACTION                                       
    General                                                                   
    The Company entered into a joint venture agreement dated 6 April          
    2005(the `Joint Venture Agreement') with 4 independent parties,           
    namely Western Mining Company, Geology Team No.6, Changdu Company,        
    and Mining Development Company for the establishment of an equity         
    joint venture (the `Proposed Transaction') in the PRC, namely Tibet       
    Yulong Copper Co., Ltd.  (`Yulong Company'), Yulong Company will be       
    mainly engaged in the development of Tibet Yulong Copper Mine. Tibet      
    Yulong Copper Mine has 6.5 million tonnes approved reserve of copper.     
    The registered capital of Yulong Company is RMB625,000,000                
    (HK$589,622,641 equivalent). Pursuant to the Joint Venture Agreement,     
    the Company will contribute RMB243,750,000 (HK$229,952,830                
    equivalent) in cash as registered capital, representing 39% equity