10:39     CHEUNG TAI HONG<00199> - Announcement & Resumption (2)              

    not connected and not acting in concert with the                          
    Company, each of the Subscribers and their respective                     
    connected persons (as defined under the Listing Rules)                    
    and concert parties, and are not connected persons                        
    of the Company. None of the Placees will be a                             
    Subscriber.                                                               
                                                                              
    The terms of the Subscription Convertible Notes and                       
    Placing Convertible Notes are identical.                                  
                                                                              
    Upon full conversion of the Subscription Convertible                      
    Notes at the Initial Conversion Price, a total of                         
    2,172,727,272 new Conversion Shares will be issued,                       
    representing approximately 602% of the existing                           
    issued share capital of the Company and approximately                     
    85.8% of the issued share capital of the Company as                       
    enlarged by the issue of such Conversion Shares at                        
    the Initial Conversion Price.                                             
                                                                              
    Assuming all the HK$44 million Placing Convertible                        
    Notes are successfully placed by the Placing Agent,                       
    upon full conversion of the Placing Convertible Notes                     
    at the Initial Conversion Price, a total of                               
    100,000,000 new Conversion Shares will be issued,                         
    representing approximately 27.7% of the existing                          
    issued share capital of the Company and approximately                     
    21.7% of the issued share capital of the Company as                       
    enlarged by the issue of such Conversion Shares at                        
    the Initial Conversion Price; and upon full                               
    conversion of the Subscription Convertible Notes and                      
    the Placing Convertible Notes at the Initial                              
    Conversion Price, a total of 2,272,727,272 new                            
    Conversion Shares will be issued, representing                            
    approximately 630% of the existing issued share                           
    capital of the Company and approximately 86.3% of the                     
    issued share capital of the Company as enlarged by                        
    the issue of such Conversion Shares at the Initial                        
    Conversion Price.                                                         
                                                                              
    The total gross proceeds from the Subscription amount                     
    to HK$956 million. Assuming all the Placing                               
    Convertible Notes are successfully placed by the                          
    Placing Agent, the total gross proceeds from the                          
    Placing amount to HK$44 million. Therefore, the                           
    maximum total gross proceeds from the Subscription                        
    and the Placing amount to HK$1,000 million. After                         
    deducting related expenses of approximately HK$4                          
    million, approximately HK$996 million will be                             
    available for the Group. It is intended that all of                       
    the net proceeds will be used for expanding the                           
    investment properties portfolio of the Company when                       
    opportunities arise.                                                      
                                                                              
    The subscription of Subscription Convertible Notes                        
    by Kopola constitutes a connected transaction of the                      
    Company under Rule 14A.13(1)(a) of the Listing Rules.                     
    Accordingly, the Subscription by Kopola is subject                        
    to the approval of the independent Shareholders on                        
    which voting shall be taken by poll. Kopola and its                       
    Associates have no shareholding interests in the                          
    Company as at the date of this announcement. The                          
    directors and chief executive of the Company and their                    
    respective associates and party acting in concert                         
    with any of them will abstain from voting in the SGM                      
    on the resolutions to approve the creation and issue                      
    of the Subscription Convertible Notes and the Placing                     
    Convertible Notes and the issue and allotment of new                      
    Shares resulting from the exercise of the conversion                      
    rights attached to the relevant Subscription                              
    Convertible Notes and Placing Convertible Notes, on                       
    which voting shall be taken by poll. An Independent                       
    Board Committee comprising Mr. Wong Chi Keung, Alvin                      
    and Mr. Zhang Shichen will be established to consider                     
    the Subscription and the Placing and to advise the