Great Eagle Holdings Limited — Proxy Solicitation & Information Statement 2001

Mar 12, 2001

The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

INTERFORM CERAMICS TIAN AN CHINA INVESTMENTS

TECHNOLOGIES LIMITED COMPANY LIMITED

（圓 方 陶 瓷 科 技 有 限 公 司）* （天 安 中 國 投 資 有 限 公 司）

(Receivers and Managers Appointed) (Incorporated in Hong Kong with limited liability)

(Incorporated in Bermuda with limited liability)

ANNOUNCEMENT ON DISPATCH OF CIRCULAR

The circular of the Company in relation to the Restructuring Agreements was dispatched to the Shareholders on 9 March 2001.

Reference is made to the joint announcements made by the Company and TACIL dated 6 January 2001, 22 January 2001, 15 February 2001, 21 February 2001 and 28 February 2001. Terms used in this announcement shall have the same meaning as those defined in the circular of the Company.

The Receivers and Directors are pleased to announce that the circular of the Company in relation to the Restructuring Agreements was dispatched to the Shareholders on 9 March 2001.

The Receivers and Directors wish to remind the Shareholders of the following:

(i) Timetable 2001

HK Scheme Creditors Meeting 10:00 a.m. on Monday, 19 March

HK Court hearing of petition to sanction the HK Scheme Tuesday, 27 March

Latest time for lodging forms of proxy

for the SGM 10:00 a.m. on Saturday, 31 March

SGM 10:00 a.m. on Monday, 2 April

Announcement of results of the SGM Tuesday, 3 April

The following events are conditional on, amongst other things, the results of the SGM, the availability of the HK Court and the Bermuda Court and the restoration of the public float of the Company to a certain level acceptable by the Stock Exchange upon completion of the Restructuring Agreements. Accordingly, there is no guarantee that the trading in the shares of the Company can be resumed in accordance with the timetable set out below. Further announcements will be made to update the Shareholders or potential investors as and when appropriate.

2001

HK Scheme becomes effective Tuesday, 3 April

Bermuda Court hearing of petition to sanction

the Bermuda Scheme Tuesday, 3 April

Bermuda Scheme becomes effective Tuesday, 5 April

Capital Restructuring becomes effective Friday, 6 April

Completion of the Restructuring Agreements Friday, 6 April

Resumption of trading in New Shares 10:00 a.m. on Monday, 9 April

First day of free exchange of existing light brown

share certificates for new blue share certificates Monday, 9 April

First day of operation of odd-lot trading facility Monday, 9 April

Last day of operation of odd-lot trading facility Tuesday, 8 May

Last day of free exchange of existing light brown

share certificates for new blue share certificates Tuesday, 8 May

(ii) The Restructuring Agreements are subject to a number of conditions including the Whitewash Waiver and may not be completed if any of such condition is not fulfilled or waived in accordance with the terms of the Restructuring Agreements. If the Whitewash Waiver is not approved by the Independent Shareholders, the Restructuring Agreements will lapse.

(iii) Shareholders should persue the aforesaid circular carefully, in particular, all the financial information and the letter of advice from the independent financial adviser contained therein.

(iv) Facilities for Odd Lot Holders

In order to alleviate the difficulties arising from the existence of odd lots as a result of the Debt Restructuring, the Company has appointed a broker to assist the Shareholders to match the sale and purchase of odd lots during period from 10:00 a.m. Monday, 9 April 2001 to 4:00 p.m. on Tuesday, 8 May 2001 both days inclusive assuming the resumption of trading in the Company's shares will take place on 9 April 2001. Holders of the New Shares in odd lots (i.e. lots which are not in integral multiples of 2,000 New Shares) who wish to take advantage of this facility either to dispose of or to top up their odd lots to a board lot of 2,000 New Shares may through their brokers contact Mr. Benny Mau of CM-CCS Securities Limited (Tel: (852) 3189 6883) during such period. Holders of the New Shares in odd lots should note that the matching of the sale and purchase of odd lots is not guaranteed.

Shareholders are recommended to consult their own professional advisers if they are in any doubt about the facility described above.

For and on behalf of By Order of the board

INTERFORM CERAMICS TIAN AN CHINA INVESTMENTS

TECHNOLOGIES LIMITED COMPANY LIMITED

(Receivers and Managers Appointed) David Hui Yip Wing

Nicholas Timothy Cornforth Hill Managing Director

Wong Tak Man, Stephen

Joint and Several Receivers and Managers

By Order of the Board

INTERFORM CERAMICS

TECHNOLOGIES LIMITED

(Receivers and Managers Appointed)

Ngan Man Po

Chairman

9 March 2001

The Receivers, as agents of the Company, and the Directors of the Company jointly and severally accept full responsibility for the accuracy of the information contained in this announcement other than that relating to TACIL, the Investor, TACHPIL and parties acting in concert with them and confirm, having made all reasonable inquiries, that to the best of their knowledge, the opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

The directors of TACIL jointly and severally accept full responsibility for the accuracy of the information contained in this announcement other than that relating to the Company and the Group and parties acting in concert with them and confirm, having made all reasonable inquiries, that to the best of their knowledge, the opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

* For identification purpose only

Please also refer to the published version of this announcement in the i-Mail.