09:37     HUTCH TELECOM<02332> & HGC HOLDINGS<00757>-Ann. & Resumed-9         

    Pursuant to the terms of the DoCoMo's Option, under certain               
    circumstances, DoCoMo may require HWL to purchase or procure              
    the purchase of all the HTIL Shares acquired pursuant to the              
    exercise of the HWL's Option.                                             
                                                                              
    The table below sets out the shareholding structure of HTIL as            
    at the Announcement Date and immediately following                        
    implementation of the Proposal assuming the HWL Vendor Share              
    Arrangement is not utilised, all of the outstanding Options have          
    been exercised prior to the Record Date and all Scheme                    
    Shareholders elect for the Share Alternative under the Proposal:          
                                                                              
                    Immediately following                                     
    HTIL Shareholders       As at the Announcement Date                       
            implementation of the Proposal                                    
                                                                              
            Number of               Number of                                 
            HTIL Shares     %       HTIL Shares     %                         
                                                                              
    HTIL controlling shareholder (Note 1)   3,157,033,347                     
            70.16   3,157,033,347   65.46                                     
    Others (Note 2) 1,342,966,653   29.84   1,665,822,574   34.54             
                                                                              
                                                                              
    Total   4,500,000,000   100.00  4,822,855,921   100.00                    
                                                                              
                                                                              
    Notes:  (1)     The ultimate beneficial owner of the controlling          
    shareholder of HTIL is HWL.                                               
                                                                              
            (2)     Pursuant to the exercise of the HWL's Option, more        
    particularly described in the HTIL Prospectus and the HWL                 
    Connected Transaction Announcements, DoCoMo acquired an                   
    aggregate of 187,966,653 HTIL Shares, representing                        
    approximately 4.2% of HTIL's issued share capital. Pursuant to            
    the terms of the DoCoMo's Option, under certain circumstances,            
    DoCoMo may require HWL to purchase or procure the purchase of             
    all the HTIL Shares acquired pursuant to the exercise of the              
    HWL's Option.                                                             
                                                                              
    Following the effective date of the Scheme and the withdrawal             
    of the listing of HGCH Shares on the Stock Exchange, HGCH will            
    become a wholly owned subsidiary of HTIL.                                 
                                                                              
    As at the Announcement Date, save and except for the Outstanding          
    HGCH Share Options and the HTI(C) Convertible Bond, there were            
    no outstanding warrants, derivatives or convertible securities            
    issued by HGCH. HTI(C) has unconditionally and irrevocably                
    agreed to waive any entitlements it may have under the HTI(C)             
    Convertible Bond in respect of the Proposal.                              
                                                                              
    REASONS FOR AND BENEFITS OF THE PROPOSAL                                  
                                                                              
    Prior to the trading suspension on 26 April 2005, the average             
    closing share price of the HGCH Shares was HK$0.454 over the              
    12 month period from 26 April 2004 up to and including the HGCH           
    Last Trading Day. The average closing share price of HGCH over            
    the 1 month period from 29 March 2005 up to and including the             
    HGCH Last Trading Day was HK$0.449. The HTIL Board and the HGCH           
    Board are of the view that the level of coverage from market              
    research professionals has historically been minimal, compared            
    to HTIL, which has contributed to a low level of investor                 
    awareness of HGCH's operating merits. Furthermore, the liquidity          
    in the HGCH Shares traded on the Stock Exchange has been                  
    relatively low compared to HTIL. For the 3 month period from              
    24 January 2005 up to the day prior to the HGCH Last Trading              
    Day, or 22 April 2005, the average daily trading value (being             
    the daily closing share price multiplied by the daily trading             
    volume) for HGCH Shares was only approximately HK$5.55 million.           
    In addition, it