09:28 QINGLING MOTORS<01122>-Announcement&Resumption of Trading(6) ODD LOTS Qualifying Shareholders should note that acceptance of the Partial Offer may result in their holding odd lots of the H Shares. Accordingly, it is intended that a designated broker will be appointed by the Offeror, who will match sales and purchases of odd lot holdings of H Shares in the market for a limited period following the completion of the Partial Offer. INDEPENDENT BOARD COMMITTEE AND DESPATCH OF OFFER DOCUMENT An Independent Board Committee has been established by the Company, in accordance with the Takeovers Code, to advise the Qualifying Shareholders in respect of the Partial Offer. An independent financial adviser Hercules Capital Limited has also been appointed by the Company to advise the Independent Board Committee in respect of the Partial Offer. Pursuant to the Takeovers Code, within 21 days after the date of this announcement or such later date as the Executive may approve, the Offeror is required to despatch an offer document in relation to the Partial Offer. Within 14 days after the posting of such offer document or such later date as the Executive may approve, the Company is required to despatch a response document in relation to the Partial Offer. This will contain, amongst other things, the views of the Independent Board Committee on the Partial Offer and the advice of the independent financial adviser appointed to advise the Independent Board Committee. CONSENTS FROM THE EXECUTIVE The Executive has granted the following consents to the Offeror: i. consent in accordance with Rule 28.1 of the Takeovers Code to make the Partial Offer; ii. to make such offer for up to 324,960,400 H Shares rather than for a precise number of shares (waiver from Rule 28.7 of the Takeovers Code); and iii. for the Offeror and parties acting in concert with it to acquire voting rights of the Company during the 12 month period immediately following the end of the Partial Offer in order to achieve a holding of approximately 20% of the entire voting rights of the Company. The Executive has confirmed that the Offeror or parties acting in concert with it will not be obliged to make a mandatory offer pursuant to Rule 26.1 of the Takeovers Code as a result of the Partial Offer. SUSPENSION AND RESUMPTION OF TRADING IN THE SHARES OF THE COMPANY The Company has noted the recent decrease in the price of the H Shares and the recent fluctuation in the trading volume of the H Shares and wishes to state that save for the information as disclosed in this announcement, the Board is not aware of any reasons for such decrease in the price of the H Shares and the fluctuation in the trading volume of the H Shares. The Company also wishes to announce that save for the information disclosed in this announcement, there are no negotiations or agreements relating to intended acquisitions or realizations which are discloseable under Rule 13.23 of the Listing Rules, neither is the Board aware of any matter discloseable under the general obligation imposed by Rules 13.09 of the Listing Rules, which is or may be of a price-sensitive nature. Trading in the shares of the Company on the Stock Exchange was suspended, at the request of the Company with effect from 9:30 a.m. on Tuesday 17 May 2005. Application has been made by the Company for the resumption of trading in its H shares on the Stock Exchange with effect from 9:30 a.m. on Monday 23 May 2005. DEFINITIONS In this announcement, the following expressions have the meanings set out below unless the context requires otherwise: ``Assured Entitlement(s)'' the assured entitlement(s) of Qualifying Shareholders to sell to the Offeror 30.45% of the H Shares registered in its or their name(s) on the Record Date under the Partial Offer ``Board'' board of Directors