09:40 CHEUNG KONG<00001> & HUTCHISON<00013>-Joint Announcement (2) On 23 May, 2005, BDL, an entity jointly controlled indirectly by CKH and HWL, entered into the Joint Venture Agreement for the establishment of JVCo with the PRC Partner. JVCo is a sino-foreign co-operative joint venture to be established for the development of the Tianjin Property into a commercial development (in phase one) and residential development (in phase two). The proposed registered capital of JVCo is US$47.5 million (approximately HK$371 million). The initial total investment of JVCo is US$72.83 million (approximately HK$568 million) to be increased to US$123.5 million (approximately HK$963 million) upon embarking on phase two of the Development. The registered capital will be contributed on an 80:20 basis by BDL and the PRC Partner respectively. BDL's contribution will be in the form of cash. The PRC Partner will inject into JVCo the Tianjin Property, which will be recognised as the PRC Partner's contribution to the JVCo's registered capital and surplus. The PRC Partner will have no obligation to contribute any part of the total investment in excess of the registered capital of JVCo. Any contribution to the registered capital of, and any shareholders' loans to, JVCo through BDL is expected to be made equally by indirect subsidiaries of CKH and HWL in proportion to their respective equity interests in these companies using their respective internal resources. The Joint Venture Agreement provides for the PRC Partner's entitlement to approximately twenty five per cent. of the floor area of the completed buildings in the Development as its return of investment in JVCo and the PRC Partner is not otherwise entitled to any profit share of JVCo. It is expected that any profit of BDL is to be ultimately shared equally by indirect subsidiaries of CKH and HWL in proportion to their respective indirect equity interests in BDL. REASONS FOR THE TRANSACTION The principal activities of the CKH Group are investment holding, property development and investment, hotel and serviced suite operation, property and project management and investments in securities. The HWL Group operates and invests in five core businesses: ports and related services; property and hotels; retail and manufacturing; energy, infrastructure, finance and investments; and telecommunications. The addition of the Tianjin Property to the landbank for development into residential and commercial properties is consistent with one of the core business strategies for both CKH and HWL. CONNECTED TRANSACTION HWL is a substantial shareholder of certain subsidiaries of CKH and hence is a connected person of CKH within the meaning of the Listing Rules. CKH is a substantial shareholder of HWL and hence is a connected person of HWL within the meaning of the Listing Rules. BDL is an associate of each of CKH and HWL and thus a connected person of CKH and HWL within the meaning of the Listing Rules. The financial assistance provided or to be provided by each of CKH and HWL to BDL by way of the contribution to the registered capital of, and any shareholders' loans to, JVCo through BDL on an unsecured basis and on normal commercial terms in proportion to their 50/50 interest in BDL constitutes or will constitute a connected transaction for each of CKH and HWL under Listing Rule