10:03 CHINA TRAVEL HK<00308> - Announcement (3) The CTSIT Management are directors and senior management of CTSIT and therefore are connected persons of the Company. The Disposal constitutes a connected transaction for the Company under the Listing Rules. As each of the applicable percentage ratios as defined in Rule 14A.10 of the Listing Rules is more than 0.1% but less than 2.5%, the Disposal falls within the provision of Rule 14A.32 and is only subject to the reporting and announcement requirements and is exempt from the independent shareholders' approval requirements. Details of the Disposal is accordingly disclosed in this announcement and will be included in the next published annual report of the Company in accordance with Rule 14A.45. DEFINITIONS Expressions Meanings "Company" China Travel International Investment Hong Kong Limited "Completion" completion of the Disposal "connected person(s)", "substantial shareholder(s)" each has the meaning ascribed to it under the Listing Rules "CTS Cargo" China Travel Service Cargo (Investment) Limited (*, a wholly-owned subsidiary of the Company "CTSIT" CTS International Transportation Co., Ltd. (*) "CTSIT Management" *(Wang Jia Ao), *(Gu Ping Pu), *(Zhou Xu Qing), *(Cai Xian Zhong), *(Liu Hong), *(Dong Wei Zhong), *(Zhu Zhao Rong) and *(Ma Chuan You), being directors and senior management of CTSIT and the purchasers of the entire interest in the registered capital of SHIEC under the Disposal Agreement "Directors" directors of the Company "Disposal" disposal of all the interest in the entire registered capital of SHIEC pursuant to the Disposal Agreement "Disposal Agreement" the disposal agreement dated 4 April 2005, details of which are set out above "Group" the Company and its subsidiaries "HK GAAP" generally accepted accounting principles in Hong Kong "HK$" Hong Kong dollars, the lawful currency of Hong Kong "Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange "party" or "parties" the party or parties to the Disposal Agreement "PRC" the People's Republic of China "RMB" Renminbi, the lawful currency of the PRC "SHIEC" Shanghai Huajian Import-Export Company (*) "Stock Exchange" The Stock Exchange of Hong Kong Limited * Exchange rate used in this announcement is for reference only and is HK$100 to RMB106 By Order of the Board China Travel International Investment Hong Kong Limited Shen Zhuying Vice Chairman, General Manager Hong Kong, 8 April 2005 The directors of the Company as at the date of this announcement: Executive Directors: Mr. Che Shujian, Mr. Zhang Xuewu, Mr. Shen Zhuying, Mr. Zheng Heshui, Mr. Lo Sui On, Mr. Chen Shoujie, Mr. Zheng Hongqing, Mr. Zhang Fengchun, Mr. Ng Chi Man, Michael and Mr. Liu Li Independent Non-Executive Directors: Dr. Yeh Meou Tsen, Geoffrey (Mr. Yeh V Nee being the Alternate Director to Dr. Yeh Meou Tsen, Geoffrey), Dr. Fong Yun Wah, Mr. Wong Man Kong, Peter and Mr. Sze, Robert Tsai To