09:34 CHEUNG KONG<00001> & HUTCHISON<00013> - Joint Ann. (3) The respective Boards of CKH and HWL, including the respective Independent Non-executive Directors of CKH and HWL, consider the contribution of the Consideration and any Additional Payment on a 50/50 basis for the purpose of the Acquisition to be in the interests of CKH and HWL and their respective shareholders, and are on normal commercial terms and fair and reasonable insofar as CKH and HWL and their respective shareholders are concerned. The directors (Note) of CKH as at the date of this announcement are Mr. LI Ka-shing (Chairman), Mr. LI Tzar Kuoi, Victor (Managing Director and Deputy Chairman), Mr. George Colin MAGNUS (Deputy Chairman), Mr. KAM Hing Lam (Deputy Managing Director), Mr. CHUNG Sun Keung, Davy, Mr. IP Tak Chuen, Edmond, Ms. PAU Yee Wan, Ezra, Ms. WOO Chia Ching, Grace and Mr. CHIU Kwok Hung, Justin as Executive Directors; Mr. LEUNG Siu Hon, Mr. FOK Kin-ning, Canning, Mr. Frank John SIXT and Mr. CHOW Kun Chee, Roland as Non-executive Directors; and Mr. KWOK Tun-li, Stanley, Mr. YEH Yuan Chang, Anthony, Mr. Simon MURRAY, Mr. CHOW Nin Mow, Albert, Ms. HUNG Siu-lin, Katherine, Dr. WONG Yick-ming, Rosanna, Mr. KWAN Chiu Yin, Robert and Mr. CHEONG Ying Chew, Henry as Independent Non-executive Directors. The directors of HWL as at the date of this announcement are Mr. LI Ka-shing (Chairman), Mr. LI Tzar Kuoi, Victor (Deputy Chairman), Mr. FOK Kin-ning, Canning (Group Managing Director), Mrs. CHOW WOO Mo Fong, Susan (Deputy Group Managing Director), Mr. Frank John SIXT (Group Finance Director), Mr. LAI Kai Ming, Dominic, Mr. George Colin MAGNUS and Mr. KAM Hing Lam as Executive Directors; Mr. William SHURNIAK as Non-executive Director; and Mr. Michael David KADOORIE, Mr. Holger KLUGE, Mr. William Elkin MOCATTA (Alternate to Mr. Michael David Kadoorie), Mr. Simon MURRAY, Mr. OR Ching Fai, Raymond and Mr. WONG Chung Hin as Independent Non-executive Directors. DEFINITIONS In this announcement, the following expressions shall have the following meanings unless the context otherwise requires: "Acquisition" the acquisition by the Purchaser of the Property and the Licences pursuant to the Sale and Purchase Agreement "Additional Payment" an amount which is payable by the Purchaser to the Vendor under the Profit Participation Agreement if planning permission comprising private residential housing is obtained prior to the prescribed deadline and is of an amount which is determined in accordance with a pre-agreed formulation set forth therein based, inter alia, on any additional area over which such planning permission is obtained "associate" shall have the meaning ascribed to that term in the Listing Rules "Board" board of directors of CKH or HWL (as the case may be) "CIS" or "Purchaser" Convoys Investment S.a r.l., a company incorporated in Luxembourg, which is an entity jointly controlled indirectly by, and an associated company of, CKH and HWL "CKH" Cheung Kong (Holdings) Limited, a company incorporated in Hong Kong, whose shares are listed on the Main Board of the Stock Exchange