10:30 K. WAH INT'L<00173>&K. WAH CONS<00027>-Joint Ann & Resumed-4 GENERAL The Subscription Shares will be issued pursuant to the general mandate to allot, issue and deal with Shares granted to the directors of KWCM by a resolution of its shareholders passed at KWCM's annual general meeting held on 31 May, 2004. The general mandate had not been used prior to entering into the Placing Agreement and Subscription Agreement and a maximum of 253,832,530 Shares is available under it. KWCM has not purchased any shares during the 30 consecutive trading day period ending on and including the Last Dealing Date. The Subscription Shares will rank equally with all other Shares in issue at the time of their issue and allotment. EFFECT OF THE PLACING AND SUBSCRIPTION The indirect shareholding of KWIH in KWCM immediately before completion of the Placing, immediately after completion of the Placing but before completion of the Subscription, and immediately after completion of both the Placing and the Subscription are and will be as follows: Indirect shareholding of KWIH in KWCM No. of Shares indirectly held by KWIH in KWCM (Note) (Note) Immediately before the Placing and the Subscription 65.74% 852,775,351 Immediately after the Placing but before the Subscription 54.49% 706,775,351 Immediately after the Placing and the Subscription 59.09% 852,775,351 Note: The above figures are calculated based on a total of 1,297,191,563 Shares in issue immediately before the Placing. The above figures assume that other than the Subscription Shares, no new Shares are issued or no existing Shares are purchased by KWCM and, other than the Placing Shares, no Shares are sold or purchased by KWCM, in each case after the date of this announcement up to the date of the completion of the Subscription. For the diagrams illustrate the shareholdings in KWCM and KWIH before and after Completion of the Placing and Subscription, please refer to the press announcement today. One purpose of the Placing and Subscription is to raise funding for the payment obligations of KWCM under the Acquisition Agreement and the other is to increase the percentage of the issued Shares in the hands of the public for the purposes of the Listing Rules. Immediately after completion of the Placing but before completion of the Subscription 38.25% of the issued Shares will be in the hands of the public. Immediately after completion of the Subscription, 34.39% of the issued Shares will be in the hands of the public. Immediately after completion of the Acquisition Agreement (assuming no Shares are issued between the date of this announcement and completion of the Acquisition Agreement save for the Subscription Shares) and Share to be issued pursuant to the Acquisition Agreement, 25.03% of the issued Shares will be in the hands of the public. This includes 9.92% of the then issued Shares which will belong to Brightwealth Investments Limited and will be subject to the Brightwealth Options as disclosed in the announcement of KWCM and KWIH dated 18 April, 2005.