09:57 COMPASS PACIFIC<01188> - 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. Compass Pacific Holdings Limited (Incorporated in Bermuda with limited liability) (Stock code: 1188) DEFERRAL OF DESPATCH OF CIRCULAR IN RESPECT OF VERY SUBSTANTIAL ACQUISITION IN RELATION TO ACQUISITION OF APG Dispatch of the Circular to Shareholders will be deferred as the Company and the reporting accountants for the Acquisitions require more time to finalize the financial information of the APG Group to be included in the Circular. It is currently expected that the Circular will be dispatched to the Shareholders on or before 17 May 2005. The Company has applied to the Stock Exchange for a waiver from strict compliance with Rule 14.38 of the Listing Rules and an extension for the dispatch of the Circular to on or before 17 May 2005. Reference is made to the announcement of Compass Pacific Holdings Limited ("the Company") dated 18 March 2005 ("the Announcement") in respect of the Acquisitions (as defined in the Announcement). Unless the context requires otherwise, terms and expressions used herein shall have the same meanings as those defined in the Announcement. Pursuant to Rule 14.38 of the Listing Rules, a circular in respect of the Acquisitions ("the Circular") is required to be dispatched to the Shareholders within 21 days after the publication of the Announcement, being no later than 11 April 2005. However, as APG is incorporated in the United States of America and most of the subsidiaries of APG Group operate in the PRC, the Company and the reporting accountants for the Acquisitions ("reporting accountants") will require more time to gather, audit and finalize the financial information of the APG Group to be included in the accountants' reports in the Circular. The APG Group comprises of nineteen PRC companies located in three provinces in the PRC and two companies in the United States of America. The reporting accountants estimate that the audited figures could only be ready by the end of April at the earliest. Accordingly, the Directors consider that dispatch of the Circular will have to be deferred. It is currently expected that the Circular will be dispatched to the Shareholders on or before 17 May 2005. The Company has applied to the Stock Exchange for a waiver from strict compliance with Rule 14.38 of the Listing Rules and an extension for the dispatch of the Circular to on or before 17 May 2005. As at the date of this announcement, the Board comprises six executive Directors, namely, Mr. Yung Yeung (Chairman), Mr. Chunhua Huang (Deputy Chairman), Mr. Jun Li (Chief Executive Officer), Mr. Yuwen Sun, Mr. Wing Tak Law, Jack (Chief Financial Officer and Company Secretary), Mrs. Chizuko Kubo and three independent non-executive Directors, namely, Mr. Jian Wang, Mr. Bangjie He and Mr. Ho Yip Lee. By order of the board of Compass Pacific Holdings Limited Law Wing Tak, Jack Director Hong Kong, 8 April 2005