09:57 JUNEFIELD GROUP<00758>-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 part of the contents of this announcement. JUNEFIELD DEPARTMENT STORE GROUP LIMITED (Incorporated in Bermuda with limited liability) (Stock Code: 758) MAJOR AND CONNECTED TRANSACTIONS INVOLVING ACQUISITION OF PROPERTY AND DISPOSAL OF PROPERTY, AND RESUMPTION OF TRADING On 26 April 2005, Junefield China, an indirect wholly-owned subsidiary of the Company, entered into the Acquisition Agreement with Wuhan Sogo, a connected person (as defined in the Listing Rules) of the Company, for the acquisition of the Wuhan Property. On 26 April 2005, Ever Park, an indirect wholly-owned subsidiary of the Company, entered into the Disposal Agreement with Beijing Junefield, a connected person (as defined in the Listing Rules) of the Company, for the disposal of the Beijing Property on a fully underwritten basis. If any of the 15 office units of the Beijing Property remains unsold upon the expiry of the Disposal Agreement, Beijing Junefield as an underwriter shall purchase from Ever Park such unsold units and pay a sum equivalent to the minimum selling prices of those units stipulated in the Disposal Agreement to Ever Park on or before 30 December 2005, being 30 days from the expiry of the Disposal Agreement. Each of the Acquisition Agreement and the Disposal Agreement constitutes a major and connected transaction of the Company under Chapters 14 and 14A of the Listing Rules, respectively, and is therefore subject to the approval of the independent shareholders of the Company at a general meeting. An independent board committee comprising all the independent non-executive Directors will be formed to advise independent shareholders of the Company as to (i) whether the terms of the Acquisition and the Disposal are fair and reasonable; (ii) whether each of the Acquisition and the Disposal is in the interests of the Company and its shareholders as a whole; and (iii) how the independent shareholders of the Company should vote in respect of the resolutions to approve the Acquisition and the Disposal. In addition, an independent financial adviser will be appointed to advise the independent board committee of the Company and the independent shareholders of the Company as to (i) whether the terms of the Acquisition and the Disposal are fair and reasonable; (ii) whether each of the Acquisition and the Disposal is in the interests of the Company and its shareholders as a whole; and (iii) how the independent shareholders of the Company should vote in respect of the resolutions to approve the Acquisition and the Disposal. A circular containing, among other things, further details of the Acquisition, the Disposal, the Property Valuation, the letter of advice from the independent financial adviser and a notice of the SGM, will be dispatched to the Shareholders as soon as practicable in accordance with the requirements of the Listing Rules. At the request of the Company, dealings in the Shares on the Stock Exchange was suspended with effect from 9:30 a.m. on 26 April 2005 pending the release of this announcement. Application has been made for the resumption of trading in the Shares on the Stock Exchange with effect from 9:30 a.m. on 24 May 2005. BACKGROUND INFORMATION On 26 April 2005, Junefield China, an indirect wholly-owned subsidiary of the Company, entered into the Acquisition Agreement with Wuhan Sogo, a connected person (as defined in the Listing Rules) of the Company, for the acquisition of the Wuhan Property.