11:05 K. WAH INT'L<00173>K. WAH CONS<00027>-Joint Ann & Resumed-15 Taxation Under the Concession, Galaxy is subject to certain taxes including special gaming taxes of 35%, and levies at 1.6% for promoting education and charity and 2.4% for urban construction and tourism promotion. Galaxy has received an exemption from Macau's corporate income tax on profits from ongoing operations for the five-year period ending 31st December, 2008. The Concession A public tender was conducted to grant three concessions to operate ``casino games of chance or games of other forms'' in Macau. One of three concessions to operate casino games of chance was granted to Galaxy in June 2002. Under the Concession, as supplemented, Galaxy is obliged to develop and open (i) two resort, hotel and casino projects in Macau, (ii) a convention centre by December 2006 and (iii) two city club casinos in Macau. Galaxy is required to make a total investment of at least MOP8.8 billion (approximately HK$8.5 billion) in development projects in Macau by June 2009. Originally Venetian Macau, S.A. and Galaxy were business partners in relation to the Concession and Venetian Macau, S.A. was an investor in Galaxy. It was subsequently agreed that it was in their respective interests to pursue business separately. Pursuant to a sub-concession granted by Galaxy to Venetian Macau, S.A., which is an Independent Third Party, with the prior approval of the Macau government. Venetian Macau, S.A. is now responsible for MOP4.4 billion (approximately HK$4.3 billion) of Galaxy's original MOP8.8 billion (approximately HK$8.5 billion) investment obligation under the Concession and the obligations to construct and develop (i) one of the two required resort, hotel and casino projects, (ii) a convention centre and (iii) one of the two required city club casinos. Galaxy and Venetian Macau, S.A., with approval from Macau government, entered into the sub-concession separately to develop their own gaming businesses. Although it is stated in the Concession Contract dated 26th June, 2002, as amended, that the financial liability of ``Galaxy Casino S.A.'' in respect of investment commitments is MOP8.8 billion (approximately HK$8.5 billion), half of this liability MOP4.4 billion (approximately HK$4.3 billion) was transferred to ``Venetian Macau, S.A.'' under the sub-concession. Therefore, the investment obligation of ``Galaxy Casino S.A.'' was reduced to MOP4,400,000,000.00 (four thousand four hundred million patacas). The KWCM Board believes that as a result of the Macau government approval of the sub-concession that there would not be any material adverse effect on KWCM, KWIH or Galaxy in the event, however unlikely, that Venetian Macau, S.A. fails to perform its obligations under the sub-concession. According to materials filed with the Securities and Exchange Commission of the United States of America, the ultimate beneficial owner of Venetian Macau, S.A. is Las Vegas Sands Corp, the common stock of which is listed on the New York Stock Exchange Inc. Las Vegas Sands Corp. is an Independent Third Party. Galaxy Casino at Waldo Hotel is operated, and all of Galaxy's future gaming operations in Macau will be operated under the Concession. The Concession is exclusively governed by Macau law and Galaxy is subject to the exclusive jurisdiction of the courts of Macau in case of any dispute or conflict relating to the Concession. The Concession contains various general covenants and obligations and other provisions, the compliance with which is subjective. Galaxy's obligations described generally include: . To ensure the proper operation and conduct of casino games; . To employ people with appropriate qualifications; . To operate and conduct casino games of chance in a fair and honest manner without the influence of criminal activities; and . To safeguard and ensure Macau's interests in tax revenues from the operation of casinos and other gaming areas. The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. Guangzhou Shipyard International Company Limited (a joint stock company with limited liability established in the People's Republic of China) Stock Code: 0317 Announcement (1) Adding an Item to the Agenda of the 2004 AGM in Relation to Proposed Amendments to the Articles of Association, and (2) Clarification of Typographical Error (1) A proposal to consider certain amendments to the Articles of Association of the Company by way of special resolution will be added as an item to the agenda of the 2004 AGM of the Company to be held on 27th May, 2005. (2) With reference to the announcement in relation to continuing connected transactions of the Company dated 31st March 2005, due to typographical error, the revised cap amount for providing utilities by the Group to CSSC Group in the table under heading "Basis for determining cap amounts" of part II was erroneously stated as "RMB10.3 million" when it should have been "RMB10.4 million", and the increase rate of the cap for 2006 under heading "Basis for determining cap amounts" of part I was erroneously stated as "15&H" when it should have been "15%". Further, due to the amendment of the Listing Rules of Shanghai Stock Exchange, references to "clause 7.3.12 of the Listing Rules of Shanghai Stock Exchange" and "clause 7.3.1 of the Listing Rules of Shanghai Stock Exchange" in the summary box and under heading "Reasons for the supplemental agreement" in the same announcement should be "clause 10.1.1 of the Listing Rules of Shanghai Stock Exchange" and "chapter 10 of the Listing Rules of Shanghai Stock Exchange" respectively. This announcement is made pursuant to the requirements under rule 13.51(1) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. (1) Pursuant to the proposal of the Supervisory Committee of Guangzhou Shipyard International Company Limited ("the Company"), in accordance with the requirements as set out in "Notice in relation to Amendment of Articles of Association of Companies" (Document No. Guangdong Securities Regulatory [2005] 61 issued by Guangdong Regulatory Administration of China Securities Regulatory Commission) (the "No. 61 Notice") and taking into account the actual circumstances of the Company, relevant amendments to the Articles of Association of the Company are proposed to be submitted to the 2004 Annual General Meeting ("2004 AGM") to be convened on 27th May 2005 for approval and adoption by special resolution. The twenty-third meeting of the Board of Directors of the Company was held on 13 April, 2005 in written form. All the 11 directors of the Company voted in favour of the proposal to amend the Articles of Association, and the submission of the same to 2004 AGM for consideration. The procedure meets relevant regulations of "Regulatory Opinion on General Meetings of Listed Companies" and the Articles of Association of the Company and the resolution passed is legal and valid. Accordingly, the following agenda item will be added to the Notice of the 2004 AGM of the Company for consideration by way of special resolution: 1. To consider the amendments to relevant items to the Articles of Association of the Company in line with the No. 61 Notice, and to authorize the Board to amend and or modify, if necessary, the wordings of the Amendments in order to conform with the Listing Rules of the stock exchanges on which the shares of the Company are listed. The proposed amendments to the Articles of Association covers four main areas: 1. adding matters which need to be approved by the general meetings and relevant regulations therefor. 2. adding regulations in relation to rights and obligations of independent non-executive directors. 3. including the Rules of Procedures for general meetings, the Board of Directors and the supervisory meetings as appendices of the Articles of Association. 4. adding regulations in relation to investor relations and voting through internet for general meetings. The details of the proposed amendments to the Articles of Associations of the Company will be published on the websites of The