Major Shareholder:

• Hopewell Group (0054) ¡V 75.0% interest

Company Subsidiaries:

• GS Superhighway JV (50%): Operation and own of GS Superhighway
• Ring Road JV (45.0%): Operation and own of E-S W Ring Road (PRC)
• Phase 1 West JV (50.0%): Phase 1 West (PRC)

The Group's primary business is to initiate, promote, develop and operate strategically important roads, tunnel, bridges and related infrastructure projects in Guangzhou Province in the southern PRC, and in particular the Pearl River Delta (¡¥PRD¡¨) region bordering Hong Kong. All the Group's existing projects are strategic components or links in the R&D's developing highway network in which the GS Superhighway forms a major artery between Guangzhou and Shenzhen, reaching Hong Kong at the Shenzhen border.

The Group currently has interest in three principal toll expressway projects;

• The Guangzhou Shenzhen Superhighway: the GS Superhighway is a 122.8km closed system dual three lane expressway running from Guangdan in Guangzhou to the Hong Kong-Shenzhen border crossing at Huanggang in Shenzhen.

• The Guangzhou E-S-W Ring Road: the E-S-W Ring Road is a road system serving the increasingly heavy traffic flow in and around Guangzhou city, the route is an important by pass for the high volume of external traffic which passes Guangzhou en route to other destinations via the many major highways which serve Guangzhou, it also provides an important route for the Guangzhou traffic as an alternative to medium to long trips through central parts of the day.

• Phase 1 of the Western Delta Route: phase 1 of the Western Delta Route, currently under construction, will be a 14.7km closed system dual three lane expressway fulfilling the strategic need for a high speed link between Guangzhou city and Shunde, it is expected to reduce the journey time between the two cities to approximately 10 to 15 minutes from a journey of approximately 40 minutes on existing roads.

All of the Group's existing project interests are (or will be, in the case of Phase 1 West) held through Sino-foreign co-operative joint ventures established with, the government or administrative bodies that are responsible for transport infrastructure within the relevant regions and localities.

The Directors believe that the Group has the following competitive advantages:

• The Group's has successfully established a portfolio of operational and revenue generating toll expressway projects;
• The Group's roads are strategically located in high economic growth areas within the PRD;
• The Group's projects benefit from high barriers to competition;
• The Company has a well defined strategy focusing on Guangdong Provinces and the PRD;
• The Group is well positioned to capitalize on new opportunities;
• The Group benefits from experienced and professional management;

• Lack of a majority or controlling interests in the projects;
• A decline in traffic volume may adversely affect the revenue and earnings of the Group;
• The Group's results of operations may be affected by competing roads and bridges and other modes of transportation;
• Certain ancillary government approvals are outstanding for the GS Superhighway and Guangzhou E-S-W Ring Road Projects;
• Capital expenditure on completed projects may be unpredictable, and the operation of the Group's toll expressways may be affected by events outside the Group's control;
• The JV Enterprises have significant borrowings and therefore the Group's financial performance could be affected by general economic conditions and factors;
• Toll receipts may be affected by the integrity of the toll collection systems;
• The Company will be controlled by Hopewell, whose interests may differ from those of the company's other shareholders.

The Directors consider that the Company is well positioned to benefit from continued economic growth in the PRC in general, and within Guangdong province and the PRD in particular. In the shorter term, the company expects to see continuing growth in the PRC generally and in Guangdong province and the PRD in particular and by associated growth in vehicle ownership and usage, based on this expectation, the company believes that traffic flow for the Group's existing projects will show continuing growth. In addition to its existing projects and its potential for participating in future projects.

Guangzhou continues to expand, as do the towns, cities and industrial centres along the route of the GS Superhighway. For example, as Dongguan has expanded, its road network has also been developed and expanded significant to provide enhanced connectivity with the GS Superhighway, thereby establishing the conditions for increased usage of the expressway.

The completion of Phase 1 of the Western Delta route will fulfil the strategic need for a high speed link between Guangzhou city and Shunde, it is expected to reduce the journey time between the two cities approximately 10 to 15 minutes from a journey of approximately 40 minutes on exiting local roads, the company expects there to be an immediate and increasing demand for a high speed route between these major centres.

The company believes that the development of a bridge tunnel connecting Zhuhai in Guangzhou and Macau with Hong Kong will be strategic to the further economic development of the PRD, Hong Kong and Macau. In addition to being a logical and significant step in furthering the development of the PRD, Macau and Hong Kong as an integrated economic zone, the company believes that this project would open up and accelerate the economic development of the western PRD resulting in the enhancement of the overall competitiveness of the PRD as a world wide manufacturing based providing new dynamism to the economy of Hong Kong as well as further developing Hong Kong, Macau, Zhuhai and Shenzhen into an integrated tourist zone.

The net proceeds from the Placing, after deducting the related expenses, are estimated to amount to approximately HK$3,021 million (based on the offer price HK$4.425 per share). The Group at present intends to apply the net proceeds as follows: