RE CIL HOLDINGS LTD.

HCCW 432/2001

IN THE HIGH COURT OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION

COURT OF FIRST INSTANCE

COMPANIES WINDING UP NO. 432 OF 2001

____________

____________

____________________________

DECISION ON ADJOURNMENT

____________________________

1. This is an application for an adjournment for two months in order for a proposed scheme of arrangement for creditors to be finalised.

2. Apparently there have been five proposals since the petition was presented (in May 2001) for a scheme of arrangement. At this stage, for there to be finalisation of the proposed scheme of arrangement, three steps apparently need to be taken. The first is the execution of the subscription agreement with the new investor which is anticipated to be done within this week. The second is for the preparation of audited accounts which (according to Nelson Wheeler's correspondence) would be finalised by the end of this month. Apparently the audited accounts have been held up by a failure to supply some financial information concerning subsidiaries, but it has not been suggested that anyone has been guilty of any culpable delay. Therefore it would appear that this step would be finalised very soon. The third step would of course be to acquire the approval of the Stock Exchange since this is a listed company and apparently some time needs to be taken for that.

3. But the more important thing is that according to the Company's evidence, some 75% in value of the creditors and 50% in number of the creditors agree in principle to the scheme of arrangement.

4. The Petitioner has made various points this morning. Those points may or may not be valid and may or may not be of significance at the scheme meeting, but in my view, given the stage to which the proposed scheme of arrangement has reached and in view of the situation regarding the approval of creditors so far obtained in principle, I think in the exercise of my discretion, I should grant this adjournment for two months and therefore I would adjourn the hearing to 18 March 2002 at 9:30 am.