09:49     SINOLINK HOLD<01168> & ENERCHINA HOLD<00622> - Joint Ann. (2        

    that the terms of the Placing are fair and reasonable and in the          
    interests of Sinolink and the shareholders of Sinolink as a whole.        
                                                                              
    Based on the net asset value of the Placing Shares of approximately       
    HK$159,255,000 as at 31 December 2004, Sinolink expects to recognise in   
    its income statement a gain of approximately HK$44,200,000 from the       
    Placing. The original average cost of the Placing Shares held by          
    Sinolink was approximately HK$166,071,122. The net proceeds from the      
    Placing amounting to approximately HK$203,500,000 will be used by         
    Sinolink to repay its bank borrowings raised to finance the general       
    offers completed on 18 January 2005 and as general working capital.       
                                                                              
    The Placing is unconditional and is expected to complete on the           
    Completion Date. Upon completion of the Placing, Sinolink and its         
    associates (as defined in the Listing Rules) will be interested in        
    approximately 50.50% of the total issued share capital of Enerchina.      
    Enerchina will remain as a subsidiary of Sinolink immediately after       
    completion of the Placing.                                                
                                                                              
    Sinolink, a company listed on the Main Board of the Stock Exchange,       
    together with its subsidiaries, are principally engaged in property       
    development, the generation and supply of electricity in the PRC, the     
    sale and distribution of liquefied petroleum gas and natural gas and the  
    construction of gas pipelines in the PRC.                                 
                                                                              
    Enerchina, a company listed on the Main Board of the Stock Exchange and   
    a subsidiary of Sinolink, together with its subsidiaries, are             
    principally engaged in the generation and supply of electricity in the    
    PRC and investment holdings.                                              
                                                                              
    CCIH is the proprietary investment subsidiary of CITIC Capital Markets    
    Holdings Ltd. ("CITIC Capital") based in Hong Kong. CITIC Capital is the  
    international investment banking arm of CITIC Group in China dedicated    
    to providing comprehensive and professional financial services in         
    investment banking, asset management, securities brokerage and            
    securities research to institutional and private clients. CITIC Capital   
    shares the views of Enerchina that (i) the energy and utility industries  
    will be one of the fastest growing sectors of China's economy, (ii) coal  
    gasification will be an important "clean energy" component in the energy  
    structure in China for environmental reasons and (iii) Enerchina is well  
    positioned to benefit from the growth of such businesses.                 
                                                                              
    Each of CCIH and the other two individual placees are independent from    
    each other and are independent and not connected persons (as defined in   
    the Listing Rules) of Sinolink and Enerchina. After the completion of     
    the Placing, each of CCIH and the other two individual placees will not   
    separately be interested in 10% or more of the total issued share         
    capital of Enerchina. Upon completion of the Placing, CCIH and the other  
    two individual placees will be interested in approximately 9.90% and      
    1.96% of the total issued share capital of Enerchina respectively.        
                                                                              
    The placing price of HK$0.75 per Share represents a discount of           
    approximately 6.25% to the closing price of HK$0.80 per Share quoted on   
    the Stock Exchange on 13 April 2005 (being the last day of trading in     
    the Shares on the Stock Exchange prior to the date of this announcement)  
    and a premium of approximately 1.76% above the average closing price of   
    HK$0.737 per Share quoted on the Stock Exchange for the 10 trading days   
    up to and including 13 April 2005.                                        
                                                                              
    The Placing constitutes a discloseable transaction for Sinolink under     
    Chapter 14 of the Listing Rules and details of the Placing will be        
    included in the circular of Sinolink relating to a major transaction,     
    the details of which was set out in an announcement dated 7 April 2005    
    jointly issued by Sinolink and Enerchina, and such circular will be       
    despatched to the shareholders of Sinolink as soon as practicable.        
                                                                              
    RESTORATION OF PUBLIC FLOAT OF THE COMPANY                                
                                                                              
    As stated in the announcement dated 22 February 2005 issued by Enerchina  
    in relation to, amongst others, the status of its public float,           
    Enerchina has applied for an extension to the Waiver for a period of two  
    (2) months until 18 April 2005 from strict compliance with the Minimum    
    Public Float.                                                             
                                                                              
    The following is a summary of the shareholding structure of Enerchina     
    immediately prior to and immediately after the completion of the          
    Placing:                                                                  
                                                                              
            Shareholding         Shareholding                                 
            immediately prior to the         immediately after the            
    Shareholders        completion of the Placing        completion of the    
    Placing                                                                   
            Number of                                 Number of               
            Shares                %                Shares                %    
                                                                              
    Sinolink (Note 1)        1,428,782,211                62.37%