09:21 KERRY PPT<00683> - Announcement (2) subject to certain exceptions, it would be expedient to exclude shareholders of the Company with registered addresses in these jurisdictions (the "Excluded Shareholders") from the 2004 Final Scrip Dividend Scheme. The 2004 Final Scrip Dividend Scheme will be offered to those Excluded Shareholders that can prove to the satisfaction of the Company that such action would not result in a contravention of any applicable legal or regulatory requirements. Excluded Shareholders who wish to participate in the 2004 Final Scrip Dividend Scheme should notify the Company forthwith. Excluded Shareholders, other than those participating in the 2004 Final Scrip Dividend Scheme in accordance with this paragraph, will receive their dividends in cash in the usual way. The Directors have also been advised that shareholders of the Company in the province of Ontario, Canada may be lawfully offered the option to participate in the 2004 Final Scrip Dividend Scheme without registration and/or other formalities under section 2.6 of Ontario Securities Commission Rule 45-102 - Resale of Securities. However, unless certain conditions are satisfied, securities obtained by way of scrip dividend can only be traded under a prospectus or in accordance with exemptions from prospectus and registration requirements contained in the Securities Act (Ontario) R.S.O. 1990. While shareholders of the Company in the province of Ontario, Canada will not be excluded from the 2004 Final Scrip Dividend Scheme, such shareholders are advised to consult their own professional advisers whether it would be beneficial or expedient for them to participate in the 2004 Final Scrip Dividend Scheme. DESPATCH OF CIRCULARS AND FORMS OF ELECTION A circular, giving details of the 2004 Final Scrip Dividend Scheme together with the relevant form of election for electing Final Scrip Dividend Shares, if applicable, will be sent to the shareholders of the Company in accordance with relevant local and overseas laws, regulations and requirements on or about Monday, 9 May 2005. DEADLINE FOR RETURNING FORMS OF ELECTION Eligible shareholders of the Company who wish to elect to receive the 2004 Final Dividend wholly in Final Scrip Dividend Shares, or partly in Final Scrip Dividend Shares and partly in cash, must lodge the forms of election with Abacus Share Registrars Limited, the Company's branch share registrar and transfer office in Hong Kong, of G/F, Bank of East Asia Harbour View Centre, 56 Gloucester Road, Wanchai, Hong Kong not later than 4:00 p.m. on Thursday, 26 May 2005. GENERAL Information Application will be made to the Stock Exchange for the grant of listing of, and permission to deal in, the Final Scrip Dividend Shares. It is expected that the dividend warrants in relation to the 2004 Final Dividend and/or share certificates with respect to the Final Scrip Dividend Shares will be despatched at the risk of those entitled thereto on or about Wednesday, 8 June 2005. As at the date of this announcement, the executive directors of the Company are Messrs. Ang Keng Lam, Wong Siu Kong, Ho Shut Kan and Ma Wing Kai, William and the independent non-executive directors of the Company are Messrs. William Winship Flanz, Lau Ling Fai, Herald and Christopher Roger Moss, O.B.E. DEFINITIONS "2004 Final Dividend" the final dividend of HK$0.40 per Share for the year ended 31 December 2004 payable on Wednesday, 8 June 2005 to the shareholders of the Company whose names were recorded on the registers of members of the Company on the Record Date "2004 Final Scrip Dividend Scheme" the scheme proposed by the Directors on Tuesday, 8 March 2005 in relation to the 2004 Final Dividend to offer the shareholders of the Company a scrip alternative to elect to receive such dividend wholly or partly by allotment of new Shares credited as fully paid in lieu of cash "Company" Kerry Properties Limited "Directors" the directors of the Company "Final Scrip Dividend Shares" new Shares to be issued under the 2004 Final Scrip Dividend Scheme "Hong Kong" the Hong Kong Special Administrative Region of the PRC