09:15     JACKLEY HOLDING<00353>&<02966>-Announcement & Resumption(10)        

    "Independent Shareholder(s)"    the Shareholders other than               
    Prime Orient and parties acting in concert with it and their              
    respective associates and other Shareholders who are interested           
    in or involved in the Subscription or the issue of the Convertible        
    Note other than being merely Shareholders                                 
                                                                              
    "Listing Rules" The Rules Governing the Listing of Securities             
    on the Stock Exchange                                                     
                                                                              
    "Open Offer"    the issue of 69,500,000 Shares by way of open offer       
    to the Shareholders on the terms set out in the Company's                 
    prospectus dated 29 March 2005                                            
                                                                              
    "Share(s)"      ordinary share(s) of HK$0.01 each in the existing         
    issued share capital of the Company prior to the Completion of            
    the Capital Reorganisation                                                
                                                                              
    "Shareholder(s)"        holder(s) of the Shares                           
                                                                              
    "Stock Exchange"        The Stock Exchange of Hong Kong Limited           
                                                                              
    "Subscriber"    L & L Holdings Limited, a company incorporated in         
    the Republic of the Marshall Islands with limited liability,              
    which is wholly and beneficially owned by Mr. Tsao Ke Wen, Calvin         
                                                                              
    "Subscription"  subscription of the Convertible Note by the               
    Subscriber                                                                
                                                                              
    "Subscription Agreement"        an agreement entered into between the     
    Company and the Subscriber on 15 April 2005 in respect of an              
    issue of the Convertible Note by the Company.                             
                                                                              
    "Takeovers Code"        the Hong Kong Code on Takeovers and Mergers       
                                                                              
    "Whitewash Waiver"      the Whitewash Waiver to be applied by the         
    Subscriber to the Executive for waiving the obligation of the             
    Subscriber and its shareholder and parties acting in concert              
    with any one of them to extend a general offer to acquire the             
    issued Shares (excluding the issued Shares which are owned by             
    the Subscriber and its shareholder and parties acting in concert          
    with any one of them) under Rule 26 of the Takeovers Code arising         
    from the exercise of the conversion rights attached to the                
    Convertible Note                                                          
                                                                              
    "HK$"   Hong Kong dollars, the lawful currency of Hong Kong               
                                                                              
    "%"     per cent.                                                         
                                                                              
    By order of the board                                                     
    Orient Industries Holdings Limited                                        
    Lam Shu Chung                                                             
    Director                                                                  
                                                                              
    Hong Kong, 15 April 2005                                                  
                                                                              
    As at the date of this announcement, the executive Directors              
    are Mr. Lam Shu Chung and Mr. Law Fei Shing; and the independent          
    non-executive Directors are Mr. Liu Ngai Wing, Mr. Lee Siu Leung          
    Mr. Yu Tak Shing, Eric and Mr. So Chi Keung.                              
                                                                              
    The sole director of the Subscriber accepts full responsibility           
    for the accuracy of the information contained in this                     
    announcement, other than that relating to the Group, and confirms,        
    having made all reasonable enquiries, that to the best of his             
    knowledge, opinions expressed in this announcement, other than            
    those relating to the Group, have been arrived at after due and           
    careful consideration and there are no other facts not                    
    contained in this announcement the omission of which would make           
    any statements in this announcement misleading.                           
                                                                              
    The Directors jointly and severally accept full responsibility            
    for the accuracy of the information contained in this                     
    announcement, other than that relating to the Subscriber, and             
    confirm, having made all reasonable inquiries, that to the best           
    of their knowledge, opinions expressed in this announcement,              
    other than that relating to the Subscriber, have been arrived             
    at after due and careful consideration and there are no other             
    facts not contained in this announcement, the omission of which           
    would make any statements in this announcement misleading.                
                                                                              
    *  For identification purposes only