09:06 HC INTL<08292> - Announcement & Resumption of Trading (2) of the Company and are subject to the approval of Independent Shareholders at the EGM. Mr. Guo, who holds approximately 13.75% of the Shares and his associates will abstain from voting on the resolution to approve the Proposed Restructuring Equity Transfers and any vote exercised by the Independent Shareholders at the EGM shall be taken by poll. Pursuant to the Sale and Purchase Agreement, the Proposed CMN Share Transfer constitutes a major disposal under Chapter 19 of the GEM Listing Rules and is subject to the approval of the Shareholders at the EGM. No Shareholder is required to abstain from voting in respect of the proposed resolution to approve the Proposed CMN Share Transfer at the EGM. A circular containing, among other things, details of the Proposed Disposal, a letter of advice from an independent financial adviser and a recommendation of the Independent Board Committee, together with a notice convening the EGM will be dispatched to the Shareholders in accordance with the requirements of the GEM Listing Rules. At the request of the Company, trading in the Shares was suspended with effect from 9:30 a.m. on 13 May 2005 pending the release of this announcement. An application has been made by the Company to the Stock Exchange for the resumption of trading in the Shares with effect from 9:30 a.m. on 30 May 2005. Shareholders and potential investors should note that Closing, which is subject to approvals by the Shareholders at the EGM and other conditions, may or may not take place. Shareholders and potential investors are advised to exercise caution when dealing in the Shares. By order of the Board HC International, Inc. Guo Fansheng Chief Executive Officer and Executive Director Beijing, the PRC, 27 May 2005 As at the date hereof, the Board comprises: Mr. Guo Fansheng (Executive Director and Chief Executive Officer) Ms. Wu Ying (Executive Director) Ms. Lai Sau Kam, Connie (Executive Director) Mr. Hugo Shong (Non-executive Director) Mr. Yang Fei (Non-executive Director) Mr. Zhang Ye (Independent non-executive Director) Mr. Xiang Bing (Independent non-executive Director) Mr. Guo Wei (Independent non-executive Director) This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors having made all reasonable enquiries, confirm that, to the best of their knowledge and belief: (1) the information contained in this announcement is accurate and complete in all material respects and not misleading; (2) there are no other matters the omission of which would make any statement in this announcement misleading; and (3) all opinions expressed in this announcement