09:36 CHINA CREDIT<00185> - 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 CREDIT HOLDINGS LIMITED (Incorporated in Hong Kong with limited liability) (Stock Code: 185) DISCLOSEABLE TRANSACTION On December 6, 2004, the Directors announced that CXP, a subsidiary of the Company, entered into the Heads of Agreement with Startech. The Directors announce that on May 13, 2005, CXP entered into the New Heads of Agreement which superseded the Heads of Agreement and pursuant to which Startech shall purchase and CXP shall procure the sale of Sale Shares. The Transaction constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules. A circular containing information on the Transaction will be despatched to the shareholders of the Company as soon as possible. Shareholders and investors are reminded to exercise caution when dealing in the securities of the Company. Introduction Reference is made to the announcement dated December 6, 2004 made by China Credit Holdings Limited (the "Company") in relation to the Heads of Agreement with Startech Electronic Ltd, a company incorporated in Singapore with its securities listed on the Singapore Exchange Securities Trading Limited ("Startech"). Unless otherwise specified, terms and expressions used in this Announcement shall have the same meaning as those used in the announcement of the Company dated December 6, 2004. On December 6, 2004, CXP, a subsidiary of the Company, entered into the Heads of Agreement with Startech pursuant to which (1) CXP has agreed to issue or procure to deliver 100,000,000 shares of CXP (representing approximately 8.8% of the existing issued share capital and 8.1% of the enlarged issued share capital of CXP, as the case may be) for S$5 million to Startech in exchange for the allotment and issue of 50,000,000 shares of Startech (representing approximately 19.9% of the enlarged issued share capital of Startech), (2) CXP has agreed to subscribe for a S$6 million convertible bond (the Tranche 1 Bond), (3) CXP has the rights to subscribe for up to S$9 million in additional convertible bonds (the Tranche 2 Bond). The Tranche 1 Bond and Tranche 2 Bond when converted will result in the issuance of free warrants which carrying a right to exercise into 60,000,000 and up to 90,000,000 new Startech shares, respectively. The Company confirms that to the best of the Directors' knowledge, information and belief having made all reasonable enquiry, Startech is independent of and not connected with the Company and its connected persons (as defined in the Listing Rules) and is not a connected person of the Company and no connected person of the Company has any interest in Startech.