09:43     BESTWAY INT'L<00718>-Announcement&Resumption of Trading(5)          

    Notes:                                                                    
    1.      Wealthguard Investment Limited ("Wealthguard") a                  
    company incorporated in the British Virgins Islands,                      
    is wholly-owned by Mr. Yang Ting, executive director                      
    of the Company. Wealthguard beneficially owns                             
    800,000,000 Shares and Mr. Yang Ting is therefore                         
    deemed to be interested in these 800,000,000 Shares                       
    through his shareholding interest in Wealthguard and                      
    in aggregate total of 808,000,000 Shares which has                        
    including of his personally owned 8,000,000 Shares.                       
                                                                              
    2.      Mr. Tang Kuan Chien, the Chairman of the Company.                 
    He wholly-owned Bestway Development Limited which is                      
    incorporated in British Virgin Islands. Bestway                           
    Development Limited beneficially owns 277,500,000                         
    shares including of 11,535,000 shares holding on                          
    trustee. Therefore Mr. Tang is deemed to be interested                    
    in 265,965,000 shares through his shareholding                            
    interest in this company. Best Online Limited, a                          
    company incorporated in British Virgin Islands and                        
    wholly-owned by his wife, Ms. Wang Ya Chin,                               
    beneficially owns 522,170,092 shares. Therefore, Mr.                      
    Tang is deemed to be interested in 522,170,092 shares                     
    through his wife shareholding interest in Best Online                     
    Limited and in aggregate total of 791,733,092 shares                      
    which has including of his personally owned 3,598,000                     
    shares.                                                                   
                                                                              
    None of the Placees will become a substantial                             
    shareholder (as defined in the Listing Rules) of the                      
    Company upon completion of Placing and Subscription                       
    Agreement.                                                                
                                                                              
    REASONS FOR THE SUBSCRIPTION AND USE OF PROCEEDS                          
    In the 12 months immediately before this announcement,                    
    the Group had issued 560,000,000 new shares at                            
    HK$0.024 on 25 August 2004 announcement pursuant to                       
    the general mandate to allot Shares granted to the                        
    Board at the Company's annual general meeting held                        
    on 19 August 2003. The net proceeds were about                            
    HK$13,440,000 and utilized HK$4,800,000 for                               
    repayment of loan on 25 October 2004 and further                          
    HK$5,200,000 for repayment of loan in early April 2005                    
    and the remaining proceeds were used for purchase of                      
    raw materials for daily operation. The Company                            
    utilized the above funds was commensurated with the                       
    preliminary purpose of the announcement of 25 August                      
    2004 except HK5,200,000 for repayment of loan in early                    
    April 2005 instead of intended use for general working                    
    capital and the Group's future investments. As the                        
    directors understood that the interest cost at the                        
    rate of 10% per annum for the loan is very high, so                       
    an early repayment of loan can enable the Company to                      
    improve the profitability of the Group.                                   
                                                                              
    The Board considers that the market interest rate will                    
    further increase in the coming month and deteriorate                      
    to the Group's profit seriously. So the Subscription                      
    can enable the Group to reduce of its existing loans,                     
    broaden the capital base and strengthen its financial                     
    position of the Company. It is estimated that the                         
    estimated expenses for the Placing and Subscription                       
    are approximately HK$0.28 million. The net proceeds                       
    from the Subscription will amount to approximately                        
    HK$27 million after expenses of commission and Stock                      
    Exchange trading fee and stamp duty. The Company                          
    currently intends to apply approximately HK$25                            
    million for partial repayment of the Group's existing                     
    loans and borrowings of approximately HK$109 million                      
    in aggregate as at 30 September 2004, and the                             
    remaining proceeds will be used as general working                        
    capital for the Group.