Disclosure of Interests under the Securities and Futures Ordinance

SCHEDULE 1

SUBSTANTIAL SHAREHOLDERS

WHO WILL BE OBLIGED TO MAKE A DISCLOSURE ON COMMENCEMENT OF THE SFO?

1. The largest group of persons required to make a new disclosure will be shareholders holding between 5% and 10% of the issued voting shares, where such shareholding has not been previously disclosed.

2. Holders of 5% or more will further be required to disclose a short position of 1% or more.

3. Persons with interests of 10% or more already disclosed under the previous regime will have a new disclosure obligation in respect of:


(i) a short position of 1% or more, or

(ii) an interest in shares as a result of holding, writing or issuing cash settled derivatives.

4. Unissued Shares. Interests in unissued shares (eg. under subscription warrants and convertible bonds) not discloseable under the previous regime must be disclosed on commencement of the SFO (see 'Disclosure of Interests in Equity Derivatives' above).

5. New disclosure obligations may also result from some concert party agreements (see under 'Deemed Interests' above). Interests discloseable (but not disclosed) under the previous regime, should also be disclosed.

6. Founder of Discretionary Trust. The 'founder' of a discretionary trust has an interest which was not disclosed under the previous regime and will therefore be required to disclose that interest on commencement of the SFO.

Interests discloseable on the commencement of the SFO must be filed on or before 14 April 2003. The date of the 'relevant event' should be stated as 1 April 2003.



SCHEDULE 2

SUBSTANTIAL SHAREHOLDERS

Relevant Events

(i) When a person first becomes interested in 5% or more of the shares of a listed company (ie. when he first acquires a notifiable interest).

(ii) When a person's interest drops below 5% (ie. he ceases to have a notifiable interest).

(iii) When there is an increase or decrease in the percentage figure of a person's holding that results in his interest crossing over a whole percentage number which is above 5% (eg. his interest increases from 6.8% to 7.1% - crossing over 7%).

(iv) When a person has a notifiable interest (ie. 5%) and the nature of his interest in the shares changes (eg. on exercise of an option).

(v) When a person has a notifiable interest and he comes to have, or ceases to have, a short position of more than 1% (eg. he is already interested in 6.8% of the shares of a listed company and takes a short position of 1.9%).

(vi) When a person has a notifiable interest and there is an increase or decrease in the percentage figure of his short position that results in his short position crossing over a whole percentage number which is above 1% (eg. he is already interested in 6.8% of the shares of a listed company and increases his short position from 1.9% to 2.1%).

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