09:34     HUTCH TELECOM<02332> & HGC HOLDINGS<00757>-Ann. & Resumed-2         

    ABN AMRO Asia Corporate Finance Limited                                   
                                                                              
    The Proposal                                                              
                                                                              
    The respective boards of directors of HTIL and HGCH wish to               
    announce that on 29 April 2005, HTIL requested the HGCH Directors         
    to put forward a proposal to the Scheme Shareholders regarding            
    a proposed privatisation of HGCH by way of a scheme of arrangement        
    under Section 99 of the Companies Act. HTIL is the controlling            
    shareholder of HGCH which currently indirectly holds through              
    its wholly owned subsidiaries approximately 52.53% of the entire          
    issued share capital of HGCH. Assuming the HTI(C) Convertible             
    Bond and all of the Outstanding HGCH Share Options have been              
    exercised, HTIL currently indirectly holds through its wholly             
    owned subsidiaries approximately 67.25% interest in HGCH on a             
    fully diluted equity basis.                                               
                                                                              
    The Proposal, if made, will provide that all Scheme Shares will           
    be cancelled in exchange either:                                          
                                                                              
    (a)     for every 21 Scheme Shares, 2 HTIL Shares valuing each HGCH       
    Share at HK$0.7048; or                                                    
                                                                              
    (b)     for each Scheme Share, HK$0.65 in cash.                           
                                                                              
    The Share Alternative, valuing at HK$0.7048 per HGCH Share, has           
    been determined with reference to the closing price of HK$0.475           
    per HGCH Share on the HGCH Last Trading Day and the closing price         
    of HK$7.40 per HTIL Share on 29 April 2005, being the trading             
    day immediately prior to the Announcement Date.                           
                                                                              
    The Scheme Shareholders may elect either the Share Alternative            
    or the Cash Alternative as the form of Cancellation Consideration         
    in respect of their holdings of the Scheme Shares. HTIL will              
    not revise the terms of the Proposal as set out above.                    
                                                                              
    Following the effective date of the Scheme, the listing of the            
    HGCH Shares on the Stock Exchange will be withdrawn, and HGCH             
    will become a wholly owned subsidiary of HTIL. The Proposal is            
    conditional upon the fulfilment or waiver, as applicable, of              
    the conditions described in the section entitled "Conditions              
    of the Proposal" below. All conditions will have to be fulfilled          
    or waived, as applicable, on or before 31 October 2005 (or such           
    later date as HTIL and HGCH may agree or as the Supreme Court             
    of Bermuda may direct), otherwise the Scheme will lapse.                  
                                                                              
    As at the Announcement Date, the Scheme Shareholders were                 
    interested in 3,277,087,168 HGCH Shares, representing                     
    approximately 47.47% of the entire issued share capital of HGCH           
    and there were Outstanding HGCH Share Options granted under the           
    HGCH Share Option Scheme. Pursuant to the rules of the HGCH Share         
    Option Scheme, if the Proposal is made, holders of the                    
    Outstanding HGCH Share Options shall, notwithstanding any other           
    terms on which these options were granted, be entitled to                 
    exercise (to the extent not already exercised) such options at            
    any time thereafter and up to the Record Date for entitlements            
    under the Scheme. HTIL will make an appropriate offer to the              
    holders of the Outstanding HGCH Share Options in accordance with          
    the Takeovers Code.                                                       
                                                                              
    A total of approximately 312,103,540 HTIL Shares, representing            
    approximately 6.94% of the existing issued share capital of HTIL,         
    or approximately 6.49% of the enlarged issued share capital of            
    HTIL, shall be allotted and issued under the Proposal assuming            
    the HWL Vendor Share Arrangement is not utilised, none of the             
    Outstanding HGCH Share Options has been exercised prior to the            
    Record Date and all Scheme Shareholders elect for