09:27 CH CONSERVATION<00290> - Announcement (1) The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. China Conservational Power Holdings Limited (Incorporated in the Cayman Islands with limited liability) (Stock Code: 290) (1) MAJOR AND CONNECTED TRANSACTION PROPOSED DISPOSAL OF 51% EQUITY INTEREST IN THE JV COMPANY IN THE PRC - DELAY IN DISPATCH OF CIRCULAR (2) UPDATE ON PROPOSED ACQUISITION OF UP TO 49% OF THE EQUITY INTEREST OF A PHARMACEUTICAL PRODUCTS DISTRIBUTION AND INVESTMENT COMPANY IN THE PRC Proposed disposal of 51% equity interest in the JV Company in the PRC - Delay in dispatch of circular The dispatch of the circular relating to the Disposal, the S&P Agreement, the recommendation from the independent board committee and the advice of the independent financial adviser in respect of the S&P Agreement and the transaction contemplated therein, the Preference Shares and the New Options and the notice to convene the EGM will be postponed from 4 May 2005 to 25 May 2005. Update on proposed acquisition of up to 49% of the equity interest of a pharmaceutical products distribution and investment company in the PRC On 4 May 2005, Country Super, CITIC Assets Management and the PRC Party entered into a supplemental agreement in supplemental to the Investment Framework Agreement pursuant to which the parties agreed to extend the Due Diligence Review Period and the Exclusivity Period for four months to 2 September 2005. Shareholders and investors should exercise caution in dealing in the shares of the Company. Reference is made to the announcement made by the Company in relation to the Disposal dated 12 April 2005 (the "Disposal Announcement") and the announcements made by the Company in relation to the Proposed Acquisition dated 22 November 2004, 6 December 2004 and 3 February 2005, respectively (collectively the "Proposed Acquisition Announcements"). Unless otherwise defined, terms in this announcement shall have the same meanings as in the Disposal Announcement and the Proposed Acquisition Announcements. Proposed disposal of 51% equity interest in the JV Company in the PRC - Delay in dispatch of circular Due to additional time required to update certain financial information for inclusion in the circular, including the statement of indebtedness, the dispatch of the circular relating to the Disposal, the S&P Agreement, the recommendation from the independent board committee and the advice of the independent financial adviser in respect of the S&P Agreement and the transaction contemplated therein, the Preference Shares and the New Options and the notice to convene the EGM will be postponed from 4 May 2005 to 25 May 2005. An application has been made to the Stock Exchange from strict compliance with the requirements of Rule 14.40 and Rule 14A.49 of the Listing Rules. Update on proposed acquisition of up to 49% of the equity interest of a pharmaceutical products distribution and investment company in the PRC On 4 May 2005, Country Super, CITIC Assets Management and the PRC Party entered into a supplemental agreement in supplemental to the Investment Framework Agreement pursuant to which the parties agreed to extend the Due Diligence Review Period and the Exclusivity Period for four months to 2 September 2005. Accordingly the Due Diligence Review Period and the Exclusivity Period will be for a period of seven months commencing from 3 February 2005 up to 2 September 2005. All other terms and conditions of the Investment Framework Agreement remained unchanged. Pursuant to the terms of the Investment Framework Agreement, the Proposed Acquisition is subject to, among others, the completion of a reorganization of the PRC Company, a due diligence review of the affairs of the PRC Company to the satisfaction of Country Super and the negotiation and finalization of the terms and conditions in relation thereof. Accordingly, the Proposed Acquisition may or may not be consummated. Further announcement will be made by the Company in respect of any