09:15 COSCO INTL HOLD<00517> - Announcement (7) ``Board'' the board of Directors ``business day'' a day on which licensed banks in Hong Kong are generally open for business (excluding Saturday, Sunday and public holiday) ``BVI'' the British Virgin Islands ``Cash In Hand'' Cash In Hand Inc., a company incorporated in the BVI with limited liability, a wholly-owned subsidiary of Modern Capital and the owner of the whole of 39th Floor of COSCO Tower ``Company'' COSCO International Holdings Limited, a company incorporated in Bermuda with limited liability, the Shares of which are listed on the main board of the Stock Exchange ``Completion'' the completion of the transaction contemplated under the Agreement ``Completion Date'' ten business days after fulfillment of all the condition or such other date as may be agreed between the Vendor and the Purchaser ``connected person(s)'' has the meaning ascribed to it under the Listing Rules ``Consideration'' the aggregate consideration of HK$1,402,000,007.8 for the Disposal ``COSCO Group'' China Ocean Shipping (Group) Company, the ultimate holding company of the Company, and its subsidiaries collectively ``COSCO Hong Kong'' COSCO (Hong Kong) Group Limited, a company incorporated in Hong Kong with limited liability which indirectly owns 58.53% of the issued share capital of the Company ``COSCO Ship Trading'' COSCO International Ship Trading Company Limited, a company incorporated in Hong Kong with limited liability and a 60% non-wholly owned subsidiary of the Company ``COSCO Tower'' COSCO Tower, 183 Queen's Road Central, Hong Kong ``Director(s)'' the director(s) of the Company ``Disposal'' the disposal of the entire issued share capital of and loan to Modern Capital by the Vendor to the Purchaser ``DTZ Valuation Report'' a valuation report on the value of the Properties at HK$1,402,000,000 as at 30th April 2005 to be prepared by DTZ Debenham Tie Leung Ltd. ``Gwee Brothers'' Gwee Brothers Limited, a company incorporated in the BVI with limited liability, a wholly-owned subsidiary of Modern Capital and the owner of the whole of 40th Floor, COSCO Tower ``Group'' the Company and its subsidiaries ``Hong Kong'' Hong Kong Special Administrative Region of the PRC ``Independent Board Committee'' the independent board committee of the Company comprising the Independent Directors, appointed to consider and make recommendations to the Independent Shareholders in relation to the Disposal (and the Agreement) ``Independent Directors'' Mr. Chan Cheong Foon, Andrew, Mr. Kwong Che Keung, Gordon and Mr. Tsui Yiu Wa, Alec, being the independent non-executive Directors ``Independent Shareholders'' the Shareholder(s) other than COSCO Hong Kong and its associates ``Listing Rules'' Rules Governing the Listing of Securities on the Stock Exchange ``Long Stop Date'' 31st August 2005, or such later date as the Vendor and the Purchaser may agree in writing ``Malayan'' Malayan Corporations Limited, a company incorporated in the BVI with limited liability, a wholly-owned subsidiary of Modern Capital and the owner of 42nd Floor, COSCO Tower