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BLU SPA HOLDINGS LIMITED
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 876)
NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the annual general meeting of the shareholders of Blu Spa
Holdings Limited (the “Company”) will be held at the Dynasty Club, 7th Floor, Board Room, South
West Tower, Convention Plaza, No. Harbour Road, Wanchai, Hong Kong on Friday, 30 November
2007 at 9:00 a.m. for the following purposes:
. To receive and consider the audited consolidated financial statements and the reports of the
directors and the auditors of the Company (the “Directors” and the “Auditors” respectively) for
the year ended 30 June 2007;
2. To re-elect the retiring directors and to authorise the board of Directors (the “Board”) to fix the
Directors’ remuneration;
3. To re-appoint the Auditors and to authorise the Board to fix their remuneration;
4. To consider as special business and, if thought fit, pass with or without amendments, the following
resolutions as ordinary resolutions:
ORDINARY RESOLUTIONS

(1) “THAT
(a) subject to paragraph (c) below the exercise by the Directors during the Relevant Period
(as hereinafter defined) of all the powers of the Company to allot, issue and deal with
unissued shares in the capital of the Company and to make or grant offers, agreements
and options which might require the exercise of such powers be and the same is hereby
generally and unconditionally approved;
(b) the approval in paragraph (a) above shall authorise the Directors during the Relevant
Period to make or grant offers, agreements and options and rights of exchange or
conversion which might require the exercise of such powers after the end of the Relevant
Period;

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(c) the aggregate nominal amount of share capital allotted or agreed conditionally or
unconditionally to be allotted (where pursuant to options or otherwise) by the Directors
pursuant to the approval in paragraph (a) above, otherwise than pursuant to (i) a Rights
Issue (as defined below); or (ii) the grant or exercise of any option under the share
option schemes of the Company; or (iii) any scrip dividend or similar arrangement
providing for the allotment of shares in lieu of the whole or part of a dividend on shares
in accordance with the memorandum and articles of association of the Company in
force from time to time; or (iv) any issue of shares in the Company upon the exercise
of rights of subscription or conversion under the terms of any warrants of the Company
or any securities which are convertible into shares of the Company, shall not exceed
the aggregate of:
(i) 20% of the aggregate nominal amount of the share capital of the Company in
issue at the date of the passing of this resolution; and
(ii) (if the Directors are so authorised by a separate ordinary resolution of the
shareholders of the Company) the nominal amount of any share capital of
the Company repurchased by the Company subsequent to the passing of this
resolution (up to a maximum equivalent to 0% of the aggregate nominal amount
of the share capital of the Company in issue at the date of the passing of this
resolution), and the authority pursuant to paragraph (a) of this resolution shall
be limited accordingly; and
(d) for the purpose of this resolution:
“Relevant Period” means the period from the date of the passing of this resolution
until whichever is the earliest of:
(i) the conclusion of the next annual general meeting of the Company;
(ii) the expiration of the period within which the next annual general meeting of
the Company is required by the memorandum and articles of association of the
Company, the Companies Law of the Cayman Islands or any other applicable
laws of the Cayman Islands to be held; and
(iii) the passing of an ordinary resolution by the shareholders of the Company in
general meeting revoking or varying the authority given to the Directors by this
resolution.
“Rights Issue” means an offer of shares in the Company, or offer or issue of warrants,
options or other securities giving rights to subscribe for shares open for a period fixed
by the Directors to holders of shares in the Company on the register on a fixed record
date in proportion to their then holdings of shares (subject to such exclusion or other
arrangements as the Directors may deem necessary or expedient in relation to fractional

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entitlements, or having regard to any restrictions or obligations under the laws of, or
the requirements of, or the expense or delay which may be involved in determining
the existence or extent of any restrictions or obligations under the laws of, or the
requirements of, any jurisdiction outside Hong Kong or any recognised regulatory
body or any stock exchange outside Hong Kong).”
(2) “THAT
(a) subject to paragraph (b) below, the exercise by the Directors during the Relevant Period
(as defined below) of all powers of the Company to purchase its shares on the Growth
Enterprise Market of ”

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(3) “THAT conditional on the passing of resolutions numbered 4() and 4(2) above, the
unconditional general mandate granted to the Directors pursuant to resolution numbered
4() above be and it is hereby extended by the addition to the aggregate nominal amount of
the shares of HK$0.0 each in the capital of the Company which may be allotted or agreed
conditionally or unconditionally to be allotted by the Directors pursuant to or in accordance
with the authority granted pursuant to resolution numbered 4(2) above.”
By order of the Board
Blu Spa Holdings Limited
Chan Choi Har, Ivy
Chairman
Executive Directors:
Chan Choi Har, Ivy
Chan Shun Kuen, Eric
Independent Non-Executive Directors:
Chan Sze Hon
Lam Wai Pong
Yeung Mario Bercasio
2 November 2007
Registered Office:
Cricket Square
Hutchins Drive
P.O. Box 268
Grand Cayman KY-
Cayman Islands
Head Office and Principal Place of Business:
Room 2303, 23/F., World-Wide House
9 Des Voeux Road Central
Central
Hong Kong

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Notes:
(a) A shareholder entitled to attend and vote at the meeting convened by the above notice is entitled to appoint one
or more proxies to attend and vote on his behalf. A proxy needs not to be a shareholder of the Company.
(b) To be valid, a form of proxy and the power of attorney or other authority, if any, under which it is signed or
a notarially certified copy of such power or authority must be deposited with the Company’s branch share
registrar in Hong Kong, Secretaries Limited, at Level 2, Three Pacific Place, Queen’s Road East, Hong
Kong not less than 48 hours before the time for holding the meeting or at any adjournment thereof.
(c) In relation to proposed resolutions nos. 4() and 4(3) above, approval is being sought from the shareholders
of the Company for the grant to the Directors of a general mandate to authorise the allotment and issue of
shares under the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock
Exchange of Hong Kong Limited.
(d) In relation to proposed resolution no. 4(2) above, approval is being sought from the shareholders of the
Company for a general mandate to be given to the Directors to repurchase shares of the Company.
(e) An explanatory statement containing the information with respect to resolutions 4() to 4(3) of the notice
will be sent to the shareholders of the Company together this notice.
As at the date hereof, the Board comprises two executive directors, namely, Ms. Chan Choi Har, Ivy
and Mr. Chan Shun Kuen, Eric; and three independent non-executive directors, namely, Mr. Chan Sze
Hon, Mr. Lam Wai Pong and Mr. Yeung Mario Bercasio.
This announcement, for which the directors of the Company collectively and individually accept full
responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities
on the Growth Enterprise Market (“GEM”) of the Stock Exchange of Hong Kong Limited. The directors
of the Company, having made all reasonable enquiries, confirm that, to the best of their knowledge and
belief: (1) the information contained in this announcement is accurate and complete in all material
aspects and not misleading; (2) there are no other matters the omission of which would make any
statement in this announcement misleading; and (3) all opinions expressed in this announcement have
been arrived at after due and careful consideration and are founded on bases and assumptions that
are fair and reasonable.
This announcement will remain on the GEM website on the “Latest Company Announcements” page
for at least 7 days from the date of its posting.