10:24     NAM TAI EEP<02633> - Announcement (4)                               

    2.      the Listing Committee of the Stock Exchange                       
    granting listing of and permission to deal in the                         
    Consideration Shares; and                                                 
                                                                              
    3.      the entering into by Mr. Asano and Mr. Liu of the                 
    Supplemental Letters Regarding Service.                                   
                                                                              
    Pursuant to the Supplemental Letters Regarding                            
    Service, each of Mr. Asano and Mr. Liu will undertake                     
    to the Company, among others, that if he terminates                       
    his employment with the Group or serves notice to                         
    terminate his employment ("Termination Event") at any                     
    time before the third anniversary of the Completion                       
    Date, he shall pay to the Company as compensation a                       
    sum equal to his income under such employment for the                     
    period from the date of the Termination Event to the                      
    third anniversary of the Completion Date.                                 
                                                                              
    In the event that the Conditions are not fulfilled                        
    (or, in relation to condition 3 above, waived by the                      
    Company) on or before 31 December 2005 (or such later                     
    date as the Parties may agree), the Sale and Purchase                     
    Agreement shall terminate.                                                
                                                                              
    Completion                                                                
    Completion shall take place on the second Business                        
    Day after all the Conditions have been fulfilled,                         
    which is expected to be on or before 20 May 2005, or                      
    such other date as the Parties may agree on.                              
                                                                              
    After Completion, Ms. Lei Lai Fong Patinda will resign                    
    as director of Namtek Japan and Mr. Asano will be                         
    appointed as an executive director of the Company.                        
                                                                              
    THE SHAREHOLDING STRUCTURE OF NAMTEK                                      
    The shareholding structure of Namtek, both before and                     
    after Completion, are as follows:                                         
    Before Completion                                                         
                                                                              
    After Completion                                                          
                                                                              
    THE SHAREHOLDING STRUCTURE OF THE COMPANY                                 
    The shareholding structure of the Company, both                           
    before and after Completion, are as follows:                              
                                                                              
            Immediately                                                       
    Before Completion       After Completion                                  
    Number                          Number                                    
    of Shares               % (Approx.)             of Shares               % 
    (Approx.)                                                                 
                                                                              
    NTE Inc.        570,000,000             71.25%          635,336,470       
            72.06%                                                            
    Asano Company   -               -               16,334,118              1 
    .85%                                                                      
    Public shareholders     230,000,000             28.75%                    
            230,000,000             26.09%                                    
                                                                              
    Total   800,000,000             100%            881,670,588               
    100%                                                                      
                                                                              
    CONNECTION AMONG THE PARTIES                                              
    NTE Inc. is the holding company of the Company and                        
    hence a connected person of the Company for the                           
    purpose of the Listing Rules. Upon Completion, the                        
    shareholding interest of NTE Inc. in the Company will                     
    increase from 71.25% to 72.06%.                                           
                                                                              
    Asano Company is beneficially owned as to 49.9999%                        
    by Mr. Asano (a director of Namtek and Asano Company)                     
    and his associate, and as to 50.0001% by Mr. Liu,                         
    another director of Namtek.                                               
                                                                              
    The Acquisition constitutes a connected transaction                       
    and a discloseable transaction of the