(Hong Kong, September 8 2001) -- Guoco Group (the "Company") announced today that it plans to buy back up to 10 percent of its own shares in a general offer (the "Offer"). The Offer is worth at least HK$1,978 million (US$254 million) if fully subscribed. Morgan Stanley will make the conditional cash offer on behalf of the Company.

Mr. Kwek Leng Hai, President and CEO of Guoco Group, said, "The share buyback allows the Company to distribute a portion of the cash from the sale of Dao Heng Bank to shareholders while at the same time enhancing shareholder value."

Guoco Group has stated that the Offer will benefit shareholders by providing an opportunity to tender all or a portion of their shares and receive cash or to retain their shares and participate in the future prospects of the Company. The Offer is expected to enhance the financial fundamentals of the Company. The Company will use its current cash reserves to finance the purchase.

The Company will repurchase up to 43 million shares at between HK$46.00 and HK$51.00 per share, which represents a premium of between 2.77% to 13.94% over the average closing price for the 30 trading days prior to the definitive announcement ("Announcement") issued by the Company. The directors of the Company have the option to increase the size of the Offer to up to 107 million shares, or approximately 25 percent of total issued share capital, depending on the amount tendered and prices offered by shareholders. All shares will be bought back at a single strike price within the price range set by closing of the Offer.

Guoco Group will invite shareholders to tender their shares at specific prices within the proposed range. Tenders, up to the maximum amount of 43 million shares, at or below the strike price will be accepted in full. Alternatively, shareholders may choose to tender at the strike price without specifying a price preference. Tenders in excess of 43 million shares, at or below the strike price, will be subject to pro ration, based on the amount of shares tendered, with priority given to the lowest priced tenders.

Guoline Overseas Limited, a company incorporated in Bermuda with a 32.08% interest in Guoco Group, will ask for an exemption from making a general offer from the Securities and Futures Commission. Such a waiver is required as the Offer could result in Guoline's relative ownership of Guoco Group increasing beyond the 35% level at which an acquiring company must offer to buy all of a target company's outstanding shares. If the waiver is not granted, the Offer will not proceed. The Offer is also conditional upon the approval of the independent shareholders of Guoco Group.

Guoco Group Limited is a Hong Kong listed company whose principal activity is investment holding. The principal activities of the subsidiaries and associates which materially affect the results or assets of the Group include property development, investment and management; stock and commodity broking and financing; insurance and fund management.

This press release is qualified in all respects and incorporates by reference the full text of the Announcement issued today by Guoco Group.

For further information, please contact:

Po Ling Cheung

Tel: 2848 6501 Mob: 9863 6365

This press release shall not constitute an offer to buy, or the solicitation of an offer to sell or subscribe for, any securities or an invitation to enter into an agreement to do any such things, nor is it calculated to invite any offer to buy, sell or subscribe for any securities.

The directors of Guoco Group jointly and severally accept full responsibility for the accuracy of the information contained in this press release and confirm, having made all reasonable inquiries, that to the best of their knowledge, their opinions expressed in this press release have been arrived at after due and careful consideration and there are no other facts not contained in this press release the inclusion of which would make any of their statements in this press release misleading.

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