09:30 <00201>, <00219> & <00253>-Joint Announcement & Resume (6) Provisional Agreement, the Boards had requested the Purchaser to allow the Disposal be made subject to the condition whereby a general meeting of Shun Ho Resources Shareholders will be convened for the passing of a resolution to approve the entering into of the Disposal (the "Condition"). The board of directors of Shun Ho Resources has also been informed by the board of directors of Magnificent Estates that they had requested the Purchaser to allow the Disposal be made subject to the Condition at the time of entering into of the Provisional Agreement, but such request was not accepted by the Purchaser. At the time of entering into the Provisional Agreement, the Boards did not think that it was practicable to insist on inserting the Condition because it may jeopardize the transaction. Given the present condition of the property market and possibility of further interest rate increases in Hong Kong, if the Vendor had insisted on the Condition, the Purchaser may not have agreed to enter into the transaction with the Vendor at such the present agreed consideration of HK$180,000,000. In view of the fact that Mr. William Cheng Kai Man, the Chairman of the board of directors of Shun Ho Resources, who also negotiated the Disposal, was in control of more than 50% of the voting rights of Shun Ho Resources and if a shareholders' meeting was to be held to consider the transaction, the relevant resolution would surely be passed, and balancing the interests of Shun Ho Resources and its shareholders as a whole, Shun Ho Resources decided nonetheless to enter into the Provisional Agreement without the Condition. However, if the Companies are able to negotiate the S&P Agreement to include the Condition, and that the S&P Agreement will supersede the Provisional Agreement so that the Provisional Agreement will no longer be valid and existing, the board of directors of Shun Ho Resources are of the view that they are in compliance with the Listing Rules with regard to a very substantial disposal. Shun Ho Resources is confident that by the time of entering into of the S&P Agreement, it will be able to negotiate such condition to be included into the S&P Agreement. Even if Shun Ho Resources were not able to negotiate the inclusion of the Condition into the S&P Agreement, Shun Ho Resources will ensure that an extraordinary general meeting of Shun Ho Resources will be convened prior to completion of the Disposal, whereby Mr. William Cheng Kai Man, who is in control of more than 50% of the voting rights of Shun Ho Resources will exercise his voting rights so as to ensure that the resolution for the approval of the Disposal and the transactions contemplated thereunder will be duly passed. Further, Shun Ho Resources is confident that it will obtain such shareholders' approval, since Trillion Resources Limited (which is wholly-owned by Mr. William Cheng Kai Man), beneficially owns 154,006,125 Shun Ho Resources Shares, representing approximately 50.6% of the nominal value of the securities giving the right to attend and vote at general meetings, has already confirmed that it would vote in favour of any resolution to approve the Disposal. Trillion Resources Limited or its associates do not have any interest in the Disposal which is different from those of other Shun Ho Resources Shareholders. The board of directors of Shun Ho Resources will therefore convene an extraordinary general meeting of the Shun Ho Resources Shareholders to approve the Disposal, at which no shareholders are required to abstain from voting. In the circumstances, at the extraordinary general meeting of the Shun Ho Resources Shareholders, the shareholder who has given written confirmation that it will exercise its voting rights so as to ensure that the resolution for approving the Disposal and the transactions contemplated thereunder will be duly passed. Shun Ho Resources will ensure that it will obtain such shareholders' approval at the extraordinary general meeting of the Shun Ho Resources Shareholders before proceeding to Completion of the Disposal. The Disposal as contemplated by the Provisional Agreement also constitutes a discloseable transaction for Magnificent Estates under Chapter 14 of the Listing Rules. Separate circulars containing further information on the Disposal and other information as required under the Listing Rules will be despatched to the respective Magnificent Estates Shareholders and Shun Ho Technology Shareholders for information purposes as soon as practicable. A circular containing further particulars of the Disposal, other information as required under the Listing Rules together with notice of the extraordinary general meeting of the Shun Ho Resources Shareholders will be despatched to the Shun Ho Resources Shareholders as soon as practicable. SUSPENSION AND RESUMPTION OF TRADING At the request of the Companies, trading in the Magnificent Estates Shares, Shun Ho Technology Shares and Shun Ho Resources Shares on the Stock Exchange have been suspended from 9:30 a.m. on 14 April 2005 pending the release of this announcement. Application has been made by the Companies to the Stock Exchange for resumption of trading in the Magnificent Estates Shares, Shun Ho Technology Shares and Shun Ho