09:27 CHEUNG KONG<00001> - Announcement (2) and conditions set out therein Changsha Land Use Right Transfer Contract: Parties: (1) JVCo2 (2) Changsha Land Bureau Date: 26th April, 2005 Subject Matter: The transfer of the land use right in respect of the Changsha Land subject to and on the terms and conditions set out therein The Board of CKH wishes to announce that JVCo1 and JVCo2, new indirect 50/50 joint venture companies of CKH and HWL, have been established on 18th April, 2005 and 15th April, 2005 respectively for the sole purpose of owning and developing the Changchun Land for development into residential and commercial properties and the Changsha Land for development into residential properties. Pursuant to the Changchun Land Use Right Transfer Contract, JVCo1 agreed to acquire the land use right in respect of the Changchun Land for a consideration of RMB281,000,000 (approximately HK$264,140,000) payable by instalments and subject to the terms and conditions set out therein. Pursuant to the Changsha Land Use Right Transfer Contract, JVCo2 agreed to acquire the land use right in respect of the Changsha Land for a consideration of RMB292,271,813 (approximately HK$274,735,504) payable by instalments and subject to the terms and conditions set out therein. To fund the payment of land cost, construction costs and other project costs for the development of the Changchun Land and the Changsha Land, the total investment and registered capital of JVCo1 are proposed to be US$52,800,000 (approximately HK$411,840,000) and US$18,500,000 (approximately HK$144,300,000), and the total investment and registered capital of JVCo2 are proposed to be RMB413,000,000 (approximately HK$388,220,000) and RMB149,000,000 (approximately HK$140,060,000) respectively. Any contribution to the registered capital of, and any shareholders' loans to, each of JVCo1 and JVCo2 is expected to be made equally by indirect subsidiaries of CKH and HWL in proportion to their respective equity interests in JVCo1 and JVCo2 respectively. It is expected that any profit of JVCo1 and JVCo2 is to be ultimately shared equally by indirect subsidiaries of CKH and HWL in proportion to their respective indirect equity interests in each of JVCo1 and JVCo2. Reasons for the transactions The principal activities of the CKH Group are investment holding, property development and investment, hotel and serviced suite operation, property and project management and investments in securities. The HWL Group operates and invests in five core businesses: ports and related services; property and hotels; retail and manufacturing; energy, infrastructure, finance and investments; and telecommunications. The addition of the Changchun Land and the Changsha Land to the landbank for development into residential and/or commercial properties respectively are consistent with one of the core business strategies for CKH. Connected transactions HWL is a substantial shareholder of certain subsidiaries