APPENDIX II PROPERTY VALUATION REPORT

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1 30th April, 2002, The Directors Aptus Holdings Limited Unit 05, 29th Floor, Bank of America Tower 12 Harcourt Road Central Dear Sirs, In accordance with your instructions to us to the property interests held by Aptus Holdings Limited and its subsidiaries (hereinafter together referred to as Aptus Group ) in and the People s Republic of China (the PRC ), we confirm that we have made relevant enquiries and searches and obtained such further information as we consider necessary for the purpose of providing you with our opinion of the open market s of those property interests as at 31st March, 2002 (the date of valuation ). Our valuation of each of the property interests represents its open market which we would define as intended to mean an opinion of the best price at which the sale of an interest in property would have been completed unconditionally for cash consideration on the date of valuation, assuming: (a) (b) (c) (d) (e) a willing seller; that, prior to the date of valuation, there had been a reasonable period (having regard to the nature of the property and the state of the market) for the proper marketing of the interest, for the agreement of the price and terms and for the completion of the sale; that the state of the market, level of s and other circumstances were, on any earlier assumed date of exchange of contracts, the same as on the date of valuation; that no account is taken of any additional bid by a prospective purchaser with a special interest; and that both parties to the transaction had acted knowledgeably, prudently and without compulsion. 142

2 APPENDIX II Our valuations have been made on the assumption that Aptus Group sells the property interests on the open market without the benefit of deferred term contracts, leasebacks, management agreements or any similar arrangements which would serve to affect the s of such property interests. All the properties are rented by Aptus Group. These property interests are considered to have no commercial due to the prohibitions against assignment of the property interests or otherwise due to the lack of substantial profit rents. We have relied to a considerable extent on the information given by Aptus Group and have accepted advice given to us on such matters as planning approvals or statutory notices, easements, occupation, tenure, tenancy particulars, identification and age of properties, floor areas, floor plans and all other relevant matters. We have been provided by Aptus Group with copies of tenancy agreements relating to the property interests. However, we have not examined the original documents to verify ownership or to ascertain the existence of any amendments which may not appear on the copies handed to us. Dimensions, measurements and areas included in the valuation certificate are based on information contained in the documents provided to us and are therefore only approximations. We have had no reason to doubt the truth and accuracy of the information provided to us by Aptus Group which is material to the valuations. We were also advised by Aptus Group that no material facts have been omitted from the information supplied. We have, wherever possible, inspected the properties. No structural survey has been made, but in the course of our inspection, we did not note any serious defects. We are not, however, able to report whether the properties are free of rot, infestation or any other structural defects. No tests were carried out on any of the services. No allowance has been made in our valuations for any charges, mortgages or amounts owing on the property interests or any expenses or taxation which may be incurred in effecting a sale. Unless otherwise stated, it is assumed that the properties are free from encumbrances, restrictions and outgoings of any onerous nature which could affect their s. We enclose herewith a summary of valuations and our valuation certificate. Yours faithfully, for and on behalf of DTZ Debenham Tie Leung Limited K. B. Wong Registered Professional Surveyor (GP) A.H.K.I.S., M.R.I.C.S. Director Note: Mr. K. B. Wong is a chartered surveyor who has about 17 and over 10 years experience in the valuation of properties in and the PRC respectively. 143

3 SUMMARY OF VALUATIONS Property Interest 31st March, 2002 Group I Property interest rented by Aptus Group in 1. Unit 05 on 29th Floor, Bank of America Tower, 12 Harcourt Road, Central, Group II Property interests rented by Aptus Group in the PRC 2. Room No. 334 on 3rd Level, 3. Room No. 335 on 3rd Level, Total : 144

4 APPENDIX II VALUATION CERTIFICATE Property interest Description and tenancy particulars 31st March, 2002 Group I Property interest rented by Aptus Group in 1. Unit 05 on 29th Floor, Bank of America Tower, 12 Harcourt Road, Central, The property comprises an office unit on the 29th floor of a 33-storey office building erected upon a 6- storey commercial and car parking podium (including a basement). The building was completed in The property has a saleable area of approximately sq.m. (approximately 788 sq.ft.). It is occupied The property is leased to Aptus Group for a term of two years from 19th July, 2000 to 18th July, 2002 at a monthly rent of HK$25,852, exclusive of rates, management charge and all other outgoings. The consent of Dao Heng Bank Limited, the existing mortgagee, is required for the creation of the tenancy of the property. Such consent has not been obtained. If the existing mortgage is in default, Dao Heng Bank Limited is entitled to take possession of the property free from the tenancy right of Aptus Group under the tenancy agreement. 145

5 VALUATION CERTIFICATE Property interest Description and tenancy particulars 31st March, 2002 Group II Property interests rented by Aptus Group in the PRC 2. Room No. 334 on 3rd Level, The property comprises an office unit on the 3rd level of a 7-storey office building completed in The property has a gross floor area of approximately 240 sq.m. (approximately 2,583 sq.ft.). It is occupied The property is leased to Aptus Group for a term of 2 years from 15th September, 2000 to 14th September, 2002 at a monthly rent of RMB29,880, inclusive of management fees and air-conditioning charges. As the building ownership certificate of the landlord of the property cannot be produced to proof the landlord s right to grant the tenancy and the tenancy agreement has not been registered with the relevant government authority, the PRC legal adviser of Aptus Group cannot confirm that the tenancy agreement is valid. 3. Room No. 335 on 3rd Level, The property comprises an office unit on the 3rd level of a 7-storey office building completed in The property has a gross floor area of approximately 130 sq.m. (approximately 1,399 sq.ft.). It is occupied The property is leased to Aptus Group for a term of 2 years from 15th September, 2000 to 14th September, 2002 at a monthly rent of RMB16,185, inclusive of management fees and air-conditioning charges. As the building ownership certificate of the landlord of the property cannot be produced to proof the landlord s right to grant the tenancy and the tenancy agreement has not been registered with the relevant government authority, the PRC legal adviser of Aptus Group cannot confirm that the tenancy agreement is valid. 146