Waiver From Compliance with Rule 3.24 of Listin...

Waiver From Compliance With Rule 3.24 of Listing Rules 
 
    The Stock Exchange of Hong Kong Limited takes no responsibility for the 
contents of this announcement, makes no representation as to its accuracy or 
completeness and expressly disclaims any liability whatsoever for any loss 
howsoever arising from or in reliance upon the whole or any part of the 
contents of this announcement. 
 
                        Zhejiang Expressway Co., Ltd. 
(a joint stock limited company incorporated in the People's Republic of China 
                           with limited liability) 
                              (Stock Code: 0576) 
 
    The Company has applied for, and the Stock Exchange has granted, a 
conditional waiver from the strict compliance with Rule 3.24 of the Listing 
Rules in relation to the appointment of a qualified accountant to the Company. 
    The announcement is made at the request of the Stock Exchange of Hong Kong 
Limited (the 'Stock Exchange'). 
    Pursuant to Rule 3.24 of the Rules Governing the Listing of Securities on 
the Stock Exchange (the 'Listing Rules'), Zhejiang Expressway Co., Ltd. (the 
'Company') must employ a qualified accountant (the 'Qualified Accountant') on 
a full-time basis who, among other things, must be a qualified accountant and 
a fellow or associate member of Hong Kong Society of Accountants (now known as 
Hong Kong Institute of Certified Public Accountants ('HKICPA')) or a similar 
body of accountants recognized by HKICPA for the purpose of granting 
exemptions from the examination requirement for membership of HKICPA. 
    Mr. Wu Jun Yi ('Mr. Wu'), being a member of the senior management team of 
the Company, is able to meet all the requirements as set out in Rule 3.24 of 
the Listing Rules, save for being a fellow or associate member of HKICPA or a 
similar body of accountants recognized by HKICPA. The Company has engaged SBA 
Stone Forest Corporate Advisory (Shanghai) Co., Ltd. ('SBA') to provide, among 
others, assistance to Mr. Wu for the period of two years so as to discharge 
his duties as the Qualified Accountant. SBA has nominated Mr. Wong Wai Kwun 
('Mr. Wong') and Mr. Fung Kai Wai ('Mr. Fung'), both members of the 
Association of Chartered Certified Accountants and the HKICPA, to assist Mr. 
Wu.  
    In respect of the above, the Company has applied for, and the Stock 
Exchange has granted, a conditional waiver from strict compliance with  
Rule 3.24 of the Listing Rules for a period of two years commencing from  
18 January 2006, the date of the waiver letter issued by the Stock Exchange. 
The waiver will cease either after two years from the date of the waiver 
letter issued by the Stock Exchange, the date the engagement contract ends 
between the Company and SBA, or once either Mr. Wong or Mr. Fung is no longer 
able to assist Mr. Wu, whichever is earlier. 
    In either of the situation mentioned, the Company will immediately inform 
the Stock Exchange and take remedial steps to comply with Rule 3.24 of the 
Listing Rules.  
 
     By Order of the Board 
     Zhang Jingzhong 
     Company Secretary 
 
    Hangzhou, 20 January 2006  
 
    As at the date of this announcement, the executive directors of the 
Company are: Messrs. Geng Xiaoping, Fang Yunti, Zhang Jingzhong and Xuan 
Daoguang; the non-executive directors are: Messrs. Zhang Luyun and Zhang Yang; 
and the independent non-executive directors are: Messrs. Tung Chee Chen, Zhang 
Junsheng and Zhang Liping.   
 
SOURCE  Zhejiang Expressway Co., Ltd.