11:10     UNITED POWER<00674>-Announcement&Resumption of Trading (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.                                
                                                                              
    UNITED POWER INVESTMENT LIMITED                                           
    (Incorporated in Bermuda with limited liability)                          
    (Stock Code: 674)                                                         
                                                                              
    PLACING OF EXISTING SHARES                                                
    TOP-UP SUBSCRIPTION OF NEW SHARES                                         
                                                                              
    Placing Agent                                                             
    GET NICE INVESTMENT LTD.                                                  
                                                                              
    The Vendor entered into the Placing Agreement and the Top-Up              
    Subscription Agreement with the Placing Agent and the                     
    Company respectively on 11 May 2005.  Pursuant to the                     
    Placing Agreement, the Vendor agreed to place, through the                
    Placing Agent an aggregate of 219,176,800 existing Shares,                
    on a fully underwritten basis, to not less than six placees               
    (being individual, corporation and/or institutional                       
    investors to be identified by the Placing Agent and who will              
    not be Connected Persons of the Company), at a price of                   
    HK$0.6 per Share.  Pursuant to the Top-Up Subscription                    
    Agreement, the Vendor conditionally agreed to subscribe for               
    an aggregate of 219,176,800 new Shares at a price of HK$0.6               
    per Share.                                                                
                                                                              
    The Placing Shares (or the Top-Up Subscription Shares) of                 
    219,176,800 Shares represent 20% of the Company's existing                
    issued share capital and approximately 16.67% of its issued               
    share capital as enlarged by the Top-Up Subscription.                     
                                                                              
    The gross proceeds from the Top-Up Subscription will be                   
    approximately HK$ 131.51 million and the net proceeds from                
    the Top-Up Subscription of approximately HK$128.1 million                 
    will be used as working capital to strength the cash                      
    position of the Company to enable it to acquire assets when               
    suitable opportunities arise, including the possible                      
    acquisitions mentioned below.                                             
                                                                              
    At the request of the Company, dealings in the Shares on                  
    the Stock Exchange were suspended with effect from 9:30 a.m.              
    on 12 May 2005 pending for the release of this announcement.              
    Application has been made for the resumption of trading on                
    the Stock Exchange with effect from 9:30 a.m. on 13 May 2005.             
                                                                              
    The Directors are not aware of any reasons for the recent                 
    increases in the price and trading volume of the shares of                
    the Company.                                                              
                                                                              
    PLACING AGREEMENT DATED 11 MAY 2005                                       
                                                                              
    Parties Involved:                                                         
    The Placing Agent and the Vendor                                          
                                                                              
    Placing Agent and Placees:                                                
    Get Nice Investment Limited and its ultimate beneficial                   
    owners are and the Placees, being individual, corporation                 
    and/or institutional investors to be identified by the                    
    Placing Agent, will not be Connected Persons of the Company.              
                                                                              
    The Placing Shares will be placed to not less than six                    
    Placees.  It is expected that none of the Placees will                    
    become substantial shareholder of the Company immediately                 
    after the Placing.                                                        
                                                                              
    Number of Placing Shares:                                                 
    The Placing Shares (or the Top-Up Subscription Shares) of                 
    219,176,800 Shares represent 20% of the Company's existing                
    issued share capital and approximately 16.67% of its issued               
    share capital as enlarged by the Top-Up Subscription.                     
                                                                              
    Placing Price:                                                            
    The Placing Price (or the Top-Up Subscription Price) of                   
    HK$0.6 represents (i) a discount of approximately 13.04%                  
    to the closing price of the Shares of HK$0.69 quoted on the               
    Stock Exchange on 11 May 2005, being the date of the Placing              
    Agreement; (ii) a discount of approximately 0.99% to the                  
    average closing price of the Shares of HK$0.606 quoted on                 
    the Stock Exchange for the five consecutive trading days                  
    immediately prior to 11 May 2005; and (iii) a premium of