09:26 CH N RES DEV<00661> - Announcement (4) announcement will be made by the Company when the appointments have been confirmed. Clarifications There have been recent press articles in the newspapers in Hong Kong in which it was alleged that Mr. Zhou has been arrested and is being detained in Shenzhen in the People's Republic of China ("PRC") by the Qingdao Public Security Bureau in relation to an alleged deception and his financial conditions. The Directors (including the independent non-executive Directors) hereby confirm that they do not know (i) the source of the information on which the matters reported in the press articles are based nor (ii) the accuracy or reliability of the matters reported. The Directors (including the independent non-executive Directors) are of the considered view that the matters reported in the press articles are not expected to have a material adverse impact on the management, financial or operating position of the Group as: (a) the Group is under the proper management of the current directors and senior management of the Company and the business of the Company is running as usual despite the fact that Mr. Zhou is no longer a director of the Company; (b) except that Mr. Zhou was a Director and is a controlling shareholder of the Company, there is no other relationship and/or business dealings between any members of the Group and Mr. Zhou (or in business dealings in which Mr. Zhou is a party); (c) based on the internal and financial records and enquiries made with the personnel of the Group (including the financial controller and the chief executive officer of the Company) who are responsible for maintaining the internal and financial records of the Group: (i) Mr. Zhou has not provided any financial assistance, including granting credit, lending money, providing security for or guaranteeing loans, to the Group; (ii) the Company is not aware of there being any demand made for repayment of debts owed by Mr. Zhou; (iii) the Group is not insolvent or unable to pay its debts (which are incurred in the ordinary course of businesses of the Group) when they fall due; (d) the Board is not aware of, and none of the internal and financial records and enquiries made with the financial controller and chief executive officer respectively of the Company, have revealed that, there being: (i) any amount due from Mr. Zhou or his associates (as defined in the Listing Rules) to the Group; or (ii) any pledge of interests in shares of the Company by Mr. Zhou to secure the debts of the Group or to secure any guarantees or other support of the obligations of the Group; or (iii) any guarantees provided by the Group or any assets of the Group pledged to other parties to secure any loans or other facilities granted to Mr. Zhou or his associates (as defined in the Listing Rules); (e) during the telephone conversation with Mr. Zhou on 19 April 2005, Mr. Zhou indicated that the matters reported in the press articles were personal matters which had nothing to do with the Group; (f) the Directors are not aware of there being any circumstances which suggest that the matters reported in the press articles are related to the Group; and (g) the Group has not entered into any loan agreement which is discloseable under Rule 13.18 of the Listing Rules. The Company had a telephone discussion with Mr. Zhou about the Share Transactions proposed by BSRAP on 17 April 2005. Later on, Mr. Zhou contacted with the Company by telephone on 19 April 2005 and expressed that he was in the PRC and aware of the matters reported in the press articles in Hong Kong and would deal with it (if necessary) when he come back to Hong Kong. Furthermore, it was confirmed by Mr. Zhou during the telephone enquiry that the Company had with him on 24 April 2005 that there was no negotiation or arrangement for the disposal of his controlling stake in the Company but Mr. Zhou did not respond to the Company's enquiry as to whether there was any pledge of his shares in the Company. If the Board becomes aware of any circumstances arising