10:36 <00275> & <00235>-Joint Ann. & <00235> Resumed (7) Save for the proposed distribution in specie of the GDI Shares pursuant to the China Strategic Group Reorganisation, China Strategic has not formulated any future dividend policy. The China Strategic Circular containing, among other things, details of the China Strategic Group Reorganisation, the pro forma financial information on the China Strategic Group and the GDI Group after the China Strategic Group Reorganisation, a notice convening a general meeting of China Strategic, the letter of recommendation from the independent board committee of China Strategic to the Independent China Strategic Shareholders and the letter of advice from Hercules, the independent financial adviser, to the independent board committee of China Strategic and the Independent China Strategic Shareholders, will be sent to the China Strategic Shareholders as soon as practicable. CAPITAL REORGANISATION The China Strategic Board also proposes the Capital Reorganisation, which involves the Capital Reduction, the Subdivision and the Share Consolidation. Capital Reduction and Subdivision The Capital Reduction will involve the cancellation of the paid-up capital of HK$0.05 on each issued China Strategic Share and reduction in the nominal value of each issued China Strategic Share from HK$0.10 to HK$0.05. The Capital Reduction also involves the cancellation of the entire share premium account of China Strategic. The Subdivision involves the subdivision of each authorised but unissued China Strategic Share into two Reduced China Strategic Shares of HK$0.05 each. As at the date of this announcement, the authorised share capital of China Strategic is HK$800,000,000 divided into 8,000,000,000 China Strategic Shares of HK$0.10 each, of which 881,595,087 China Strategic Shares are in issue and fully paid or credited as fully paid. On the assumption that no further China Strategic Shares will be issued after the release of this announcement and up to the effective date of the Capital Reorganisation, a credit of approximately HK$44,079,754 will arise in the books of China Strategic as a result of the cancellation of the paid-up capital of HK$0.05 on each issued China Strategic Share. Based on the unaudited accounts of China Strategic as at 30th June, 2004, a credit of approximately HK$1,900,916,000 will arise as a result of the cancellation of the entire share premium account of China Strategic. A total credit of approximately HK$1,944,995,754 will arise from the Capital Reduction and will be transferred to the special capital reserve account of China Strategic. China Strategic had an unaudited special capital reserve of approximately HK$414,881,000 as at 30th June, 2004, which amount will be increased to approximately HK$2,359,876,754 upon completion of the Capital Reduction. Such special capital reserve will then be set off against the accumulated deficit of China Strategic, which amounted to approximately HK$1,081,825,000 as at 30th June, 2004. The balance of special capital reserve account will become approximately HK$1,278,051,754 after setting off in full the accumulated deficit of China Strategic. The distribution in specie of the GDI Shares will then be made out of the special capital reserve account of China Strategic. The exact amount of the distribution will be determined as soon as the pro forma net asset value of GDI is ascertained immediately prior to completion of the China Strategic Group Reorganisation. Further announcement will be made by China Strategic in accordance with the Listing Rules as and when appropriate in this regard. Set out below is the issued share capital, share premium, special capital reserve and deficit position of China Strategic before and after the Capital Reorganisation: Special Issued share Share capital capital premium reserve Deficit HK$'000 HK$'000 HK$'000 HK$'000 As at 30th June, 2004 88,160 1,900,916 414,881 1,081,825 Balance upon completion of the Capital Reorganisation 44,080 - 1,278,052 -