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Optima Capital Limited （前稱卓越企業融資有限公司） ANY (Formerly Known As VXL Financial Services Limited)

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Optima Capital Limited （前稱卓越企業融資有限公司） ANY (Formerly Known As VXL Financial Services Limited) 中國基礎資源控股有限公司 China Primary Resources Holdings Limited 此乃要件 請即處理 THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION 本通函僅作參考，並不構成收購、購買或認購中國基礎資源控股有限公司證券之邀請或要約。 This circular appears for information purpose only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of China Primary Resources Holdings Limited. 閣下如對本通函任何方面或應採取之行動有任何疑問，應諮詢 閣下之股票經紀或其他註冊 If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should 證券交易商、銀行經理、律師、專業會計師或其他專業顧問。 consult your stockbroker or other registered dealer in securities, bank manager, solicitors, professional accountant or other professional adviser. 閣下如已將名下中國基礎資源控股有限公司之股份全部售出或轉讓，應立即將本通函連同隨 If you have sold or transferred all your shares in China Primary Resources Holdings Limited, you 附之代表委任表格送交買主或承讓人或經手買賣或轉讓之銀行、註冊證券交易商或其他代理 should at once hand this circular and the accompanying form of proxy to the purchaser or transferee, or 商，以便轉交買主或承讓人。 to the bank, registered dealer in securities or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee. 香港聯合交易所有限公司對本通函之內容概不負責，對其準確性或完整性亦不發表任何聲明， The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this circular, 並明確表示概不就因本通函全部或任何部份內容而產生或因倚賴該等內容而引致之任何損失 makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any losses howsoever arising from or in reliance upon the whole or any part of the contents of this 承擔任何責任。 circular. THE ACQUISITION OF A 22.28% INTEREST IN OF ACQUISITION THE VERY SUBSTANTIAL ACQUISITION SUBSTANTIAL VERY ISSUE OF CONVER IN RELATION TO IN RELATION （於開曼群島註冊成立之有限公司） (Incorporated in the Cayman Islands with limited liability) （股份代號：8117） AND (Stock code: 8117) 就收購一間採礦公司22.28%權益 TIBLE BONDS VERY SUBSTANTIAL ACQUISITION 之非常重大收購事項 IN RELATION TO 及 THE ACQUISITION OF A 22.28% INTEREST IN A MINING COMPANY AND 發行可換股債券 A MINING COMP ISSUE OF CONVERTIBLE BONDS 中國基礎資源控股有限公司之財務顧問 Financial adviser to China Primary Resources Holdings Limited Optima Capital Limited （前稱卓越企業融資有限公司） ANY (formerly known as VXL Financial Services Limited) 本公司謹訂於二零零七年十月二日（星期二）中午十二時正假座香港九龍尖沙咀廣東道5號海 A notice convening the EGM to be held at Suite 1415, Ocean Centre, 5 Canton Road, Tsim Sha Tsui, 洋中心1415室召開股東特別大會，大會通告載於本通函第238頁至第266頁。無論 閣下能否 Kowloon, Hong Kong on Tuesday, 2nd October, 2007 at 12:00 p.m. is set out on pages 238 to 266 of this 出席股東特別大會，務請按照隨附之代表委任表格上印列之指示填妥表格及盡快交回本公司 circular. Whether or not you are able to attend the EGM, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return the same to the Company’s 於香港之股份過戶登記分處卓佳登捷時有限公司，地址為香港灣仔皇后大道東28號金鐘匯中 Hong Kong branch share registrar, Tricor Tengis Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road 心26樓，並在任何情況下均不可遲於股東特別大會或其任何續會（視情況而定）指定舉行時間 2007 5th September, East, Wanchai, Hong Kong as soon as possible and in any event not less than 48 hours before the time 48 小時前送達。 閣下填妥及交回代表委任表格後，仍可依願親身出席股東特別大會或其任 appointed for the holding of the EGM or any adjourned meeting (as the case may be). Completion and 何續會，並於會上投票。 return of the form of proxy will not preclude you from attending and voting in person at the EGM or any adjourned meeting should you so wish. 本通函自刊發日期起將在創業板網站http://www.hkgem.com之「最新公司公告」網頁內登載最 少七日及在本公司指定網站http://china-p-res.etnet.com.hk內登載。 This circular will remain on the GEM website at http://www.hkgem.com on the “Latest Company Announcements” page for at least seven days from the date of its publication and the Company’s designated website at http://china-p-res.etnet.com.hk. 5th September, 2007 二零零七年九月五日 33797 cover 1 9/4/07, 18:11 CHARACTERISTICS OF GEM GEM has been established as a market designed to accommodate companies to which a high investment risk may be attached. In particular, companies may list on GEM with neither a track record of profitability nor any obligation to forecast future profitability. Furthermore, there may be risks arising out of the emerging nature of companies listed on GEM and the business sectors or countries in which the companies operate. Prospective investors should be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration. The greater risk profile and other characteristics of GEM mean that it is a market more suited to professional and other sophisticated investors. Given the emerging nature of companies listed on GEM, there is a risk that securities traded on GEM may be more susceptible to high market volatility than securities traded on the Main Board and no assurance is given that there will be a liquid market in the securities traded on GEM. The principal means of information dissemination on GEM is publication on the internet website operated by the Stock Exchange. Listed companies are not generally required to issue paid announcements in gazetted newspapers. Accordingly, prospective investors should note that they need to have access to the GEM website in order to obtain up-to-date information on GEM-listed issuers. - i - CONTENTS Page Definitions . 1 Letter from the Board . 7 Appendix I – Accountants’ report of Xin Shougang . 32 Appendix II – Financial information on the Group . 63 Appendix III – Financial information on the Enlarged Group . 118 Appendix IV – Unaudited pro forma financial information of the Enlarged Group . 136 Appendix V – Valuation report of properties of the Enlarged Group . 148 Appendix VI – Business valuation report on the Mining Sites . 160 Appendix VII – Reports on forecast underlying the valuation . 177 Appendix VIII – Technical assessment report on the Mining Sites . 180 Appendix IX – General information . 228 Notice of EGM . 238 - ii - DEFINITIONS Unless the context requires otherwise, the following terms shall have the following meanings in this circular: “Acquisition” the acquisition of the Sale Shares by Yichang Shoukong pursuant to the terms of the Acquisition Agreement “Acquisition Agreement” the agreement dated 14th November, 2006 entered into between Yichang Shoukong and GORE in relation to the Acquisition and as supplemented by the Supplemental Deed, the Second Supplemental Deed and the Third Supplemental Deed “Amendments” the amendments on certain terms of the Acquisition Agreement pursuant to the Second Supplemental Deed “Announcement” the initial announcement of the Company dated 9th January, 2007 in relation to, among other things, the Acquisition “associates” has the meaning ascribed to it under the GEM Listing Rules “Board” board of Directors “Bondholder(s)” holder(s) of the Convertible Bonds from time to time “Business Day” a day (other than Saturday, Sunday and public or statutory holiday) on which banks are open for business in Hong Kong during their normal business hours “BVI” the British Virgin Islands “Call Option” an option to purchase the Option Interest granted by GORE and GORE Mining Technology to Yichang Shougang pursuant to the Option Deed and the Acquisition Agreement “Company” China Primary Resources Holdings Limited 中國基礎資源控股 有限公司, a company incorporated in the Cayman Islands with limited liability and the issued Shares of which are listed on GEM “Completion” completion of the Acquisition “Completion Date” the fifth Business Day immediately after all of the conditions contained in the Acquisition Agreement having been fulfilled (or waived as the case may be) and being the day on which completion of the Acquisition takes place “Completion Date of Subscription” the date falling on the second Business Day following the date on which all of the conditions to the Subscription Agreement having been fulfilled (or waived) and being the day on which completion of the Subscription takes place - 1 - DEFINITIONS “connected person(s)” has the meaning ascribed to it under the GEM Listing Rules “Consideration” the consideration for the Acquisition to be satisfied as to HK$18 million by cash and approximately HK$953 million by the issue of the Preferred Shares pursuant to the terms of the Acquisition Agreement “Conversion Ratio” the basic conversion mechanism (subject to adjustments) under the Convertible Bonds such that the number of Shares which fall to be issued as at the date when conversion takes place (assuming a full conversion of HK$246,250,000 shall be 1,247,338,197 Shares (i.e., approximately HK$0.20 per Share)) representing 10% of the aggregate of the (i) then actual issued share capital of the Company; and (ii) potential issued share capital of the Company (including without limitation Shares to be issued under the Convertible Bonds, any other convertible notes or notes, options, rights, stock dividends warrants or otherwise), but excluding any further issue of Shares pursuant to any conversion right under any unsecured all cash convertible notes issued by the Company at an actual conversion price of not less than HK$0.40 per Share or such higher conversion price by reasons of consolidation, merger or otherwise of the share capital base or on otherwise just and equitable basis as may be determined by an approved merchant bank “Conversion Share(s)” new Share(s) which would fall to be issued by the Company upon conversion of the Convertible Bonds “Convertible Bonds” the 4.5% convertible bonds with principal amount of HK$246.25 million due 2010 to be issued by the Company pursuant to the Subscription Agreement “Cooperation Agreement” the cooperation agreement entered into between Shougang and Yichang City Government dated 26th June,
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