At the 5th Meeting of the 6th Board of Directors and the 4th Meeting of the 6th Board of Supervisors, both held on 28 Jul 2008, the following proposals were examined and approved:

1. a proposal related to an asset swap and asset purchase via a private placement
2. a supplementary agreement on asset swap and asset purchase via a private placement
Due to a shortfall of RMB 8.44 bln between the assessed value of assets to be swapped, the company plans to place 1,113,106,107 A-shares at RMB 7.58 per share with Ningbo Urban Construction Investment Holding Co., Ltd., the controlling shareholder of the company, as consideration in the transaction
3. to confirm the issuance price, quantity and payment for assets to be purchased in related proposals that were approved by the 3rd Meeting of the 6th Board of Directors
4. assessment report, financial report and profit projection report related to the private placement
5. an agreement on compensation for the net profit discrepancy in the annual report and the projection of the Central Business District
The company will disclose the net profit discrepancy in its annual report and the projection of the Central Business District three years after the transaction. Any balance occurring during the period will be covered by Ningbo Urban Construction Investment Holding in cash
6. a framework agreement on continual related-party transactions
7. Ningbo Haicheng Investment Development Co., Ltd., a subsidiary of Ningbo Urban Construction Investment Holding, to entrust the company to manage the commercial property in its Heyi Road Riverside Recreation project
8. management rules for the use of raised funds
9. to hold the 1st 2008 Extraordinary General Meeting of Shareholders on 18 Aug 2008, at which voting on the above-mentioned proposals will be conducted conventionally at 1:00 pm and on-line from 9:30 am to 11:30 am or from 1:00 pm to 3:00 pm

Shareholders may log on to the on-line trading system of the Shanghai Stock Exchange to register their votes. The on-line voting code is ‘738724’ and the abbreviation is ‘Fuda Voting’.

Board of Directors
29 Jul 2008


Source: Shanghai Stock Exchange

Date: 29 Jul 2008

CN01/FL/DM/BT/KM