09:26 G-VISION INT'L<00657> - Announcement (2) The principal business of Homley is property investment. As announced by the Company on 6 May, 2002, the Group entered into a tenancy deed with Homley on 6 May, 2002 with respect to the lease of the Property for a term of three years commencing from 1 May, 2002 at a month rental of HK$250,000 (exclusive of rates and management and air-conditioning fees). The said lease will expire on 30 April, 2005. As the Group will continue to operate the restaurant at the Property, the Group has requested and Homley has agreed to a renewal of the lease of the Property. 3. CONTINUING CONNECTED TRANSACTION As at the date of this announcement, Golden Toy and Kong Fai held approximately 8.91 per cent. and 61.09 per cent. of the issued share capital of the Company respectively. The entire issued share capital of Golden Toy and Kong Fai are beneficially owned by two discretionary trusts the objects of which include members of the Cheng Family. As members of the Cheng Family are executive directors of the Company, Homley being a wholly-owned subsidiary of Golden Toy is therefore an associate of such persons and is considered a connected person of the Company under the Listing Rules. Accordingly, the Transaction constitutes a continuing connected transaction of the Company. However, prior approval of the Shareholders is not required pursuant to Rule 14A.34 of the Listing Rules as the appropriate percentage ratio defined under the Listing Rules for the Transaction is more than 2.5 per cent. but less than 25 per cent. and the aggregate yearly rental in respect of the Property under the Tenancy Deed amounts to less than HK$10,000,000. Details of the Transaction will be included in the annual report and accounts of the Company in accordance with the requirements of Rules 14A.45 and 14A.46 of the Listing Rules. The Directors (including the independent non-executive Directors) consider that the terms of the Tenancy Deed have been negotiated on an arm's length basis and on normal commercial terms which are fair and reasonable and in the interests of the Shareholders are concerned and are in the interest of the Company. 4. DIRECTORS As at the date hereof, the executive Directors are Mr. Cheng Hop Fai, Mrs. Cheng Kwok Kwan Yuk, Ms. Cheng Pak Ming, Judy, Miss Cheng Pak Man, Anita and Mr. Chan Ming Fai and the independent non-executive Directors are Mr. Law Toe Ming, Mr. Mark Yiu Tong, William and Ms. Kan Lai Kuen, Alice. 5. TERMS USED IN THIS ANNOUNCEMENT "CCC Restaurant" City Chiu Chow Restaurant Limited, a company incorporated in Hong Kong with limited liability and an indirect wholly-owned subsidiary of the Company "Cheng Family" Mr. Cheng Hop Fai, Mrs. Cheng Kwok Kwan Yuk, Ms. Cheng Pak Ming, Judy and Miss Cheng Pak Man, Anita, all of whom are executive Directors. Mr. Cheng Hop Fai is the chairman of the Company. Mrs. Cheng Kwok Kwan Yuk is the spouse of Mr. Cheng Hop Fai. Ms. Cheng Pak Ming, Judy and Miss Cheng Pak Man, Anita are children of Mr. Cheng Hop Fai and Mrs. Cheng Kwok Kwan Yuk "Company" G-Vision International (Holdings) Limited "Directors" directors of the Company "Golden Toy" Golden Toy Investments Limited, a company incorporated in the British Virgin Islands "Group" the Company and its subsidiaries "Homley" Homley Development Limited, a company incorporated in Hong Kong with limited liability and a wholly-owned subsidiary of Golden Toy "Hong Kong" the Hong Kong Special Administrative Region of the PRC "Kong Fai" Kong Fai International Limited, a company incorporated in the British Virgin Islands "Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange "PRC" the People's Republic of China "Property" Units Nos. G17, 109 to 123, 135 and 136, East Ocean Centre, 98 Granville Road, Kowloon, Hong Kong