09:55     INNOVO<00703> - Announcement (5)                                    

    the terms of the Agreement are fair and reasonable.                       
                                                                              
    4.      GENERAL INFORMATION                                               
    The transaction contemplated under the Agreement                          
    constitutes a discloseable transaction for the                            
    Company under Rule 14.08 of the Listing Rules.                            
                                                                              
    A circular containing, among other things, further                        
    details of the Agreement, will be sent to the                             
    Shareholders as soon as practicable.                                      
                                                                              
    Trading in the Shares on the Stock Exchange has been                      
    suspended since 15 December 2003 at the request of                        
    the Company and remains suspended until further                           
    notice.                                                                   
                                                                              
    As at the date of this announcement, the Board                            
    comprises (i) Mr. Chan Chak Mo, the Chairman and                          
    Managing Director, (ii) Mr. Ho U Un, Mr. Tong Ka Wai,                     
    Mr. Lim Kam Hung and Ms. Leong In Ian, the executive                      
    Directors and (iii) Mr. Cheung Hon Kit, Mr. Chui Sai                      
    Cheong, Mr. Yu Kam Yuen, Lincoln and Mr. Chan Shek                        
    Wah, the independent non-executive Directors.                             
                                                                              
    5.      DEFINITIONS                                                       
    "Access Capital"        Access Capital Limited, the                       
    financial adviser to the Company. It is a licensed                        
    corporation in carrying out types 1, 4, 6 and 9                           
    regulated activities (as defined in the Securities                        
    and Futures Ordinance (Chapter 571 of the Laws of Hong                    
    Kong))                                                                    
                                                                              
    "Accounting Period"     means the accounting period of                    
    the CJV from and including 1 January in any calendar                      
    year to and including 31 December in that year or such                    
    other period or periods as the parties to the CJV may                     
    determine                                                                 
                                                                              
    "Agreement"     the agreement dated 17 May 2005 entered                   
    into between (i) Infotower and (ii) the CJV Partner,                      
    pursuant to which the parties agreed to establish a                       
    contractual joint venture (based on Hong Kong law)                        
    for the purpose of establishing and operating an                          
    amusement park erected on the Land                                        
                                                                              
    "associate(s)"  has the same meaning ascribed                             
    thereto in the Listing Rules                                              
                                                                              
    "Board" the board of Directors                                            
                                                                              
    "Budget"        the budget for each Accounting Period of the              
    CJV                                                                       
                                                                              
    "Business"      the principal business and affairs of the                 
    CJV                                                                       
                                                                              
    "CJV"   the contractual joint venture between Infotower                   
    and the CJV Partner constituted by the Agreement                          
                                                                              
    "CJV Partner"   *, a                                                      
    collectively-owned enterprises established in the                         
    PRC                                                                       
                                                                              
    "Company"       Innovo Leisure Recreation Holdings                        
    Limited, a company incorporated in Bermuda with                           
    limited liability, whose Shares are listed on the Main                    
    Board of the Stock Exchange                                               
                                                                              
    "connected person"      has the same meaning ascribed                     
    thereto in the Listing Rules                                              
                                                                              
    "Directors"     the directors of the Company