10:07 HUA YI COPPER<00559>&SOLARTECH INT'L<01166>-J.Ann.&Resume-7 the parties agree otherwise. Application will be made by Hua Yi Copper to the Stock Exchange granting listing of, and permission to deal in, the New Placing Shares. Termination: The New Shares Placing is subject to termination by notice given by either party on or before 9:30 a.m. on the third Business Day prior to the date of the SGM. Completion: Completion shall take place two weeks after satisfaction of the conditions to the New Shares Placing (or such later date as may be agreed between the New Shares Placing Agent and Hua Yi Copper), but in any event is expected to occur not later than 15 June 2005. Reasons for the New Shares Placing and Use of Proceeds In view of the current market conditions, the directors of Hua Yi Copper consider that the New Shares Placing represents a good opportunity to raise further working capital for Hua Yi Copper while at the same time broadening its shareholder and capital base. The net proceeds from the New Shares Placing, of approximately HK$72.40 million (assuming the New Share Placing is undertaken in full), will be used by the Group as follows: (i) up to HK$30 million to acquire machinery and other equipment in anticipation of the completion of construction of its manufacturing plant in Kunshan, Jiangxu province, the PRC, so as to meet customer demand in that area; and (ii) the remainder as general working capital for the Group. EFFECTS ON SHAREHOLDING STRUCTURE The existing shareholding structure of Hua Yi Copper and the shareholding structure of Hua Yi Copper immediately upon completion of the Top-Up Placing, Subscription and New Shares Placing (assuming the New Share Placing is undertaken in full) are set out below: Immediately after the Top-Up Placing, Subscription and New Shares Placing Immediately after (assuming the New Immediately after the the Top-Up Placing Share Placing is Existing Top-Up Placing and Subscription undertaken in full) Shares % Shares % Shares % Shares % Vendor 397,121,875 74.99% 371,209,875 70.10% 397,121,875 71.49% 397,121, 875 62.49% Mr. Chau Lai Him 50,000 0.01% 50,000 0.01% 50,000 0.01% 50,000 0 .01% Placees of the Top-Up Placing Shares - - 25,912,000 4.89% 25,912,000 4.66% 25,912,000 4 .08% Placees of the New Shares Placing Shares - - - - - - 80,000,000 12.59% Other public shareholders of Hua Yi Copper 132,390,625 25.00% 132,390,625 25.00% 132,390,625 23.84% 132,390,625 20.83%