09:44     GUO XIN GROUP<01215> - Announcement (4)                             

    of the S&P Agreements. Each of the Vendors shall return the               
    Deposits without interest to the Company forthwith upon the lapse         
    of the S&P Agreements.                                                    
                                                                              
    Completion                                                                
                                                                              
    Subject to all the conditions set out in the paragraph headed             
    "Conditions" in this announcement are satisfied, completion of            
    each of the S&P Agreements will take place within 6 months from           
    the date of the signing of the S&P Agreements and when the                
    respective Vendors has completed, to the satisfaction of the              
    Purchaser, all procedure for due transfer of the relevant                 
    Property including registration of the property ownership                 
    certificate and the land use right certificate in the name of             
    the Purchaser and delivery of all the relevant title documents            
    to the Purchaser.                                                         
                                                                              
    Rental Income                                                             
                                                                              
    Each of the Vendors agrees that during the period after payment           
    of the relevant Deposit by the Purchaser until Completion of              
    the relevant S&P Agreement, the Purchaser shall be entitled to            
    40% of the rental income to be received from the Existing Tenants         
    of the relevant Property, which amounts to approximately                  
    RMB1,252,232 (equivalent to approximately HK$1,181,351) per               
    year, by reference to the aggregate rental income being received          
    from the Properties of an amount of RMB3,130,581 (equivalent              
    to approximately HK$2,953,378) per year pursuant to the First             
    Tenancy and the Second Tenancy, as informed by the Vendors.  Upon         
    Completion, the Purchaser shall be entitled to all the rental             
    income of the relevant Property.                                          
                                                                              
    As confirmed by the Purchaser's PRC legal advisor, on Completion          
    the First Tenancy and the Second Tenancy will be binding on the           
    Purchaser and the Existing Tenants, who have the obligations              
    to pay the rent to the Purchaser directly thereafter.                     
                                                                              
    Based on the information provided by the Vendors, the unaudited           
    profit before and after taxation attributable to the Properties           
    for both of the year end 31 December 2003 and the year end 31             
    December 2004 were RMB2,305,084 (equivalent to approximately              
    HK$2,174,608) and RMB2,189,830 (equivalent to approximately               
    HK$2,065,877) respectively. There was no extraordinary items              
    for the two years ended 31 December 2003 and 2004.                        
    Default                                                                   
                                                                              
    Under the S&P Agreements, each of the Vendor agrees that if it            
    shall fail to duly transfer the relevant Property to the                  
    Purchaser, the Purchaser shall be entitled to a default interest          
    of 3% per day calculated on the relevant Deposit paid by the              
    Purchaser for the period from the date after the expiry of the            
    aforesaid 6 months period for Completion until the date on which          
    the relevant Property is duly transferred.  If the transfer               
    procedure is not duly completed and all the relevant title                
    documents are not delivered to the Purchaser within 2 months              
    thereafter, the Purchaser shall be entitled to terminate the              
    relevant S&P Agreement and request the defaulting Vendor for              
    return of the relevant Deposit forthwith.  Upon termination of            
    the relevant S&P Agreement, the defaulting Vendor shall pay the           
    Purchaser a sum equivalent to 20% of the Deposit paid by the              
    Purchaser as liquidated damages.  If such liquidated damages is           
    not sufficient to settle the actual economic loss of the                  
    Purchaser, the defaulting Vendor shall be liable to pay a further         
    amount to indemnify the Purchaser against its actual economic             
    loss.                                                                     
                                                                              
    Under the S&P Agreements, the Purchaser agrees that, subject              
    to no default on the part of the relevant Vendor, if the Purchaser        
    fails to pay the relevant Deposit or the