10:29     K. WAH INT'L<00173>&K. WAH CONS<00027>-Joint Ann & Resumed-1        

    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.               
                                                                              
    K. WAH INTERNATIONAL HOLDINGS LIMITED                                     
    (incorporated in Bermuda with limited liability)                          
    (Stock Code: 173)                                                         
                                                                              
    K. WAH CONSTRUCTION MATERIALS LIMITED                                     
     (incorporated in Hong Kong with limited liability)                       
     (Stock Code: 27)                                                         
                                                                              
    PROPOSED PLACING OF EXISTING SHARES                                       
    AND                                                                       
    TOP UP BY SUBSCRIPTION OF NEW SHARES                                      
    RESUMPTION OF TRADING                                                     
                                                                              
    Sutimar Enterprises Limited a wholly-owned subsidiary of KWIH has         
    placed, through the Placing Agent, 146,000,000 Shares to independent      
    investors at the Placing Price per Share. On completion of the Placing    
    and within 14 days after the date of the Placing Agreement the Vendor     
    will subscribe for 146,000,000 new Shares, being the number of new        
    Shares equal to the number placed, at the price of HK$8.00 per Share.     
    The Placing was not underwritten and was on a ``best efforts'' basis.     
                                                                              
    The Placing Price represents a discount of approximately 6.4% to          
    the closing price of HK$8.55 per Share as quoted on the Stock Exchange    
    on the Last Dealing Date and a discount of approximately 4.9% to          
    the average closing price of approximately HK$8.41 per Share as           
    quoted on the Stock Exchange for the 5 trading days immediately before    
    and including the Last Dealing Date and approximately 3.3% to the         
    average closing price of approximately HK$8.27 per Share as quoted        
    on the Stock Exchange for the 10 trading days immediately before          
    and including the Last Dealing Date.                                      
                                                                              
    The Placing, is subject to the fulfilment of certain conditions.          
    If these conditions are not fulfilled, the Subscription will not          
    proceed.                                                                  
                                                                              
    The Placing Shares are approximately 11.3% of the existing issued         
    share capital of KWCM and approximately 10.1% of KWCM's issued share      
    capital as enlarged by the Subscription of 146,000,000 new Shares.        
    Net proceeds from the Subscription of approximately HK$1,136.8            
    million are intended to be used to fund obligations of KWCM under         
    the Acquisition Agreement details of which were set out in the joint      
    announcement of KWIH and KWCM dated 18 April, 2005. If the Acquisition    
    does not complete, the net proceeds will be used for general working      
    capital of KWCM.                                                          
                                                                              
    KWIH through a wholly-owned subsidiary owns approximately 65.7% of        
    the issued shares in KWCM at the date of this announcement. Its           
    interest will be reduced to approximately 54.5% immediately upon          
    completion of the Placing and will then be increased to approximately     
    59.1% immediately upon completion of the Subscription, assuming no        
    other changes to the issued share capital of KWCM and the shareholding    
    of the Vendor prior to completion of the Subscription.                    
                                                                              
    The Placing was made on a ``best effort'' basis by the Placing Agent      
    and was not underwritten.                                                 
                                                                              
    Trading in the shares of KWIH and the shares of KWCM on the Stock         
    Exchange was suspended at the request of KWIH and KWCM with effect        
    from 9:30 a.m. on 21 April, 2005 pending the release of this              
    announcement. KWIH and KWCM respectively have applied for a               
    resumption of trading in the shares of KWIH and the shares of KWCM        
    with effect from 9:30 a.m. on 22 April, 2005.                             
                                                                              
    PLACING AND SUBSCRIPTION                                                  
                                                                              
    The Placing Agreement and Subscription Agreement were both signed         
    on 21 April, 2005 containing inter alia the terms described below.        
                                                                              
    PLACING AGREEMENT --- SUMMARY OF KEY TERMS                                
                                                                              
    Parties:                                                                  
                                                                              
    (1) the Vendor, which is a wholly-owned subsidiary of KWIH, a company     
    listed on the Stock Exchange, (2) KWCM, (3) KWIH as guarantor of          
    the obligations of the Vendor, and (4) the Placing Agent.