11:46 RUILI HOLD<00491>&HANNY HOLDINGS<00275>-Joint Ann.&Resume-25 date of execution of the Underwriting Agreement and prior to the Latest Time for Termination which if it had occurred or arisen before the date of execution of the Underwriting Agreement would have rendered any of the warranties contained in the Underwriting Agreement untrue or incorrect in any material respect "Stock Exchange" The Stock Exchange of Hong Kong Limited "Subscription Price" the subscription price of HK$0.10 per Rights Share pursuant to the Rights Issue "Tai Fook" Tai Fook Securities Company Limited, a licensed corporation to carry on regulated activities 1, 3 & 4 for the purpose of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) having its registered office at 25th Floor, New World Tower, 16-18 Queen's Road Central, Central, Hong Kong "Takeovers Code" The Hong Kong Code on Takeovers and Mergers "Underwriters" Hanny and Tai Fook "Underwriting Agreement" the underwriting agreement dated 21 April 2005 entered into between the Company and the Underwriters in relation to the Rights Issue "Underwritten Shares" 1,437,520,974 Rights Shares, being the total number of Rights Shares to be issued pursuant to the Rights Issue less those Rights Shares agreed and undertaken to be taken up by Mr. Yu and Dr. Chan "Vendor" TVB Satellite TV Holdings Limited, a wholly-owned subsidiary of Television Broadcasts Limited, the securities of which are listed on the Main Board of the Stock Exchange "HK$" Hong Kong dollar(s), the lawful currency of Hong Kong "%" per cent. On behalf of the board of Ruili Holdings Limited Mr. Carl Chang Executive Director On behalf of the board of Hanny Holdings Limited Mr. Lui Siu Tsuen, Richard Deputy Managing Director As at the date of this announcement, the directors of the Company are as follows: Executive Directors: Independent Non-executive Directors: Mr. Yu Kam Kee, Lawrence, M.B.E., J.P. Mr. Li Fui Lung, Danny Mr. Carl Chang Mr. Ng Hoi Yue, Herman Mr. Yu Kam Yuen, Lincoln Mr. John Paul McLellan As at the date of this announcement, the directors of Hanny are as follows: Executive Directors: Non-executive Directors: Dr. Chan Kwok Keung, Charles Mr. Fok Kin-ning, Canning Dr. Yap, Allan Mr. Ip Tak Chuen, Edmond Mr. Lui Siu Tsuen, Richard Mr. Cheung Hon Kit Mr. Chan Kwok Hung Ms. Shih, Edith (Alternate to Mr. Fok Kin-ning, Canning) Independent Non-executive Directors: Mr. Yuen Tin Fan, Francis Mr. Kwok Ka Lap, Alva Mr. Wong King Lam, Joseph Hong Kong, 29 April 2005