PUBLIC CENSURE ANNOUNCEMENT

in respect of
Mr Chui Fat Chuen David, an executive director of
Rhine Holdings Limited (in liquidation)

The Stock Exchange of Hong Kong hereby publicly censures Mr Chui for breaches of the Exchange Listing Rules, the Model Code for Securities Transactions by Directors of Listed Companies as set out in Appendix 10 of the Exchange Listing Rules and the Declaration and Undertaking with regard to Directors given by him to the Exchange in the form set out in Appendix 5B of the Exchange Listing Rules.

At a meeting of the Listing Committee of the Exchange held on May 20, 1999, the Listing Committee considered the recommendation of the Listing Division of the Exchange that Mr Chui, an executive director of the Company, should be publicly censured in connection with certain breaches committed by him of the Exchange Listing Rules, the Model Code and the Undertaking.

The Listing Committee noted as follows:

1.	As a result of certain agreements (the "Share Agreements") entered into between Mr Chui and one Mr Wang Ming Qiang in respect of the sale of certain shares in the Company by Mr Chui to Mr Wang, the latter became the largest substantial shareholder of the Company and was subsequently appointed Managing Director of the Company on February 16, 1998.
2.	Mr Chui did not inform the Company's board of directors of his share dealings promptly upon signing of the Share Agreements on February 1, March 15 and March 31, 1998 respectively. The Board was only informed of the Share Agreements by Mr Chui on April 20, 1998 upon enquiry by the Listing Division into the unusual trading volume of the shares on April 17, 1998 .
3.	Furthermore, on February 3, 1998 , the Company issued an announcement at the request of the Exchange in relation to the exceptional trading volume of the Company's shares on February 3, 1998 . In the Announcement, among other things, each of the directors (including Mr Chui) confirmed that he/she was not aware of any matter discloseable under the general obligation imposed by paragraph 2 of the Company's Listing Agreement with the Exchange in the form set out in Appendix 7 of the Exchange Listing Rules, which was or might be of a price-sensitive nature. In fact, a conditional agreement (being the first of the Share Agreements) had already been entered into on February 1, 1998 between Mr Chui and Mr Wang.
4.	Mr Chui was at all material times an executive director of the Company.

In consequence, Mr Chui was in breach of the following provisions of the Exchange Listing Rules, the Model Code and the Undertaking:

(a)	Paragraph A1 of the Model Code prohibiting him, as a director of the Company, from dealing in the securities of the Company when he was in possession of unpublished price-sensitive information in relation to those securities, namely the negotiations relating to the Share Agreements;
(b)	Rule 3.13 of the Exchange Listing Rules requiring him, as a director of the Company, to comply with the Model Code or the Company's own code in no less exacting terms;
(c)	Rule 3.08(a) and (f) of the Exchange Listing Rules requiring him, in the performance of his duties as a director of the Company, to act honestly and in good faith in the interests of the Company as a whole and to apply such degree of skill, care and diligence as may reasonably be expected of a person of his knowledge and experience and holding his office within the Company in that he misrepresented himself in the Announcement in relation to the exceptional trading volume of the Company's shares on February 3, 1998 by confirming in the Announcement that he was not aware of any matter discloseable under the general obligation imposed by paragraph 2 of the Listing Agreement, which was or might be of a price-sensitive nature; and
(d)	the Undertaking whereby he undertook to comply to the best of his ability with the Exchange Listing Rules from time to time in force.

Mr Chui has admitted all of the above breaches and agreed to a public censure by the Listing Committee in respect of such breaches.

Accordingly, Mr Chui is hereby publicly censured by the Listing Committee for the following:

(i)	acting in breach of Paragraph A1 of the Model Code in that, as a director of the Company, he dealt in securities of the Company when he was in possession of unpublished price-sensitive information in relation to those securities;
(ii)	acting in breach of Rule 3.13 of the Exchange Listing Rules in that, as a director of the Company, he failed to comply with the Model Code or the Company's own code in no less exacting terms;
(iii)	acting in breach of Rule 3.08(a) and (f) of the Exchange Listing Rules in that, in the performance of his duties as a director of the Company, he failed to act honestly and in good faith in the interests of the Company as a whole and to apply such degree of skill, care and diligence as may reasonably be expected of a person of his knowledge and experience and holding his office within the Company; and
(iv)	acting in breach of the Undertaking in that he failed to comply to the best of his ability with the Exchange Listing Rules from time to time in force.

Any future proposal that Mr Chui hold office within a company listed on the Exchange will be considered in the light of this censure.

For the avoidance of doubt, the Exchange confirms that it is not in relation to this matter censuring the Company or any members of its Board other than Mr Chui.

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Corporate Communications Department