s

PROPOSALS FOR RE-ELECTION OF RETIRING DIRECTORS AND GENERAL MANDATES TO ISSUE AND REPURCHASE SHARES THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION 30th July, 2007 for identification purpose only If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult a stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional advisers. If you have sold or transferred all your shares in G-Vision International (Holdings) Limited (the “Company” and together with its subsidiaries, the “Group”), you should at once hand this circular and the accompanying form of proxy to the purchaser or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee. G-VISION INTERNATIONAL (HOLDINGS) LIMITED (Incorporated in Bermuda with limited liability) (Stock Code: 657) PROPOSALS FOR RE-ELECTION OF RETIRING DIRECTORS AND GENERAL MANDATES TO ISSUE AND REPURCHASE SHARES A notice convening an annual general meeting (the “AGM” or the “Meeting”) of the shareholders (the “Shareholders”) of the Company to be held at City Chiu Chow Restaurant, 1st Floor, East Ocean Centre, 98 Granville Road, Tsimshatsui East, Kowloon, Hong Kong on Wednesday, 22nd August, 2007 at 10 a.m. is set out on pages 9 to 12 of this circular. Whether or not you are able to attend the Meeting, you are requested to complete and return the enclosed form of proxy in accordance with the instructions printed thereon to the principal place of business of the Company at Units 101-108, 1st Floor, East Ocean Centre, 98 Granville Road, Tsimshatsui East, Kowloon, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for holding of the Meeting (or any adjourned meeting thereof).p>
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CONTENTS
LETTER FROM THE BOARD	1-5
APPENDIX I EXPLANATORY STATEMENT ON
SHARE REPURCHASE MANDATE	6-8
APPENDIX II NOTICE OF AGM	9-12
APPENDIX III POLL PROCEDURES	13

ii
RESPONSIBILITY STATEMENT

This circular includes particulars given in compliance with the Rules Governing the Listing of
Securities on the Stock Exchange (the “Listing Rules”) for the purpose of giving information with regard
to the Company. The directors (the “Directors”) of the Company collectively and individually accept full
responsibility for the accuracy of the information contained in this circular and confirm, having made all
reasonable enquiries, that to the best of their knowledge and belief, there are no other facts the omission
of which would make any statement herein misleading.

1
LETTER FROM THE BOARD

for identification purpose only
G-VISION INTERNATIONAL (HOLDINGS) LIMITED

(Incorporated in Bermuda with limited liability)
(Stock Code: 657)
Executive Directors: Registered office:
Cheng Hop Fai (Chairman) Clarendon House
Cheng Kwok Kwan Yuk Church Street
Cheng Pak Ming, Judy Hamilton HM 11
Cheng Pak Man, Anita Bermuda
Independent Non-executive Directors: Head office and principal place
Kan Lai Kuen, Alice of business:
Law Toe Ming Units 101-108
Mark Yiu Tong, William 1st Floor
East Ocean Centre
98 Granville Road
Tsimshatsui East
Kowloon
Hong Kong
30th July, 2007
To the Shareholders and
for information only, optionholders
Dear Sir or Madam,
PROPOSALS FOR
RE-ELECTION OF RETIRING DIRECTORS

AND
GENERAL MANDATES TO ISSUE AND REPURCHASE SHARES
INTRODUCTION

The purpose of this circular is to provide you with information regarding the resolutions to be
proposed at the AGM to, inter alia, re-elect the retiring Directors, renew the Issue Mandate (as defined
below) authorising the Directors to issue shares of HK$0.10 each in the capital of the Company (the
“Shares”) and to renew the Repurchase Mandate (as defined below) for the repurchase by the Company
of Shares of the Company.

2
LETTER FROM THE BOARD
RE-ELECTION OF RETIRING DIRECTORS

In accordance with Bye-law 87(1) of the Bye-laws of the Company, Mrs. Cheng Kwok Kwan Yuk,
Ms. Cheng Pak Ming, Judy and Miss Cheng Pak Man, Anita will retire by rotation at the AGM and, being
eligible, have offered themselves for re-election.
Information of Mrs. Cheng Kwok Kwan Yuk, Ms. Cheng Pak Ming, Judy and Miss Cheng Pak
Man, Anita as required to be disclosed pursuant to rule 13.51(2) of the Listing Rules is set out below for
the Shareholders’ consideration.
(a) Mrs. Cheng Kwok Kwan Yuk
Mrs. Cheng Kwok Kwan Yuk, aged 61, has been an executive Director since 1992 and is
also a director of other members of the Group. Mrs. Cheng is one of the founders of the Group and
has over 20 years’ experience in the restaurant business. She is responsible for the general
management of the Group. Mrs. Cheng did not hold any directorship in other listed companies in
the last three years.
Mrs. Cheng is the spouse of Mr. Cheng Hop Fai, Chairman of the Board, and the mother of
Ms. Cheng Pak Ming, Judy, an executive Director, Miss Cheng Pak Man, Anita, an executive
Director, and Mr. Cheng Kwun Hung, Peter, a member of the senior management of the Group. As
far as the Directors are aware, as at 25th July, 2007 (the “Latest Practicable Date”), Mrs. Cheng is
one of the discretionary objects of two discretionary trusts (the “Discretionary Trusts”) which
beneficially own the entire issued shares of Kong Fai International Limited (“Kong Fai”) and
Golden Toy Investments Limited (“Golden Toy”) which companies in turn held 296,180,025 Shares
and 43,217,445 Shares, respectively. Mrs. Cheng has also been granted with an option to subscribe
for 4,848,535 Shares under the share option scheme adopted by the Company on 22nd August,
2002 (the “Scheme”). Save as disclosed above, Mrs. Cheng does not have any relationship with
any other Directors, senior management or substantial or controlling Shareholders or have any
interest in the Shares within the meaning of Part XV of the Securities and Futures Ordinance (the
“SFO”).
Mrs. Cheng does not have a service contract with the Company. Subject to the provisions in
the Bye-laws, after Mrs. Cheng’s re-election at the AGM, she will continue to serve on the Board
until she retires at the annual general meeting by rotation in accordance with the Bye-laws. Under
the existing service contract between Mrs. Cheng and a subsidiary of the Company, Mrs. Cheng is
entitled to a salary of HK$840,000.00 per annum and an annual bonus of such amount to be fixed
from time to time by the employer. No bonus payment was made to Mrs. Cheng by the Group
during the year ended 31st March, 2007. Mrs. Cheng is also provided with accommodation by a
subsidiary of the Company.

3
LETTER FROM THE BOARD

(b) Cheng Pak Ming, Judy
Ms. Cheng Pak Ming, Judy, aged 36, has been an executive Director since 25th September,
1992. She is the company secretary and qualified accountant of the Company and a director of
other members of the Group. Ms. Cheng oversees the company secretarial and accounting functions
of the Group. She holds a Bachelor of Economics degree from the University of Sydney and a
Master of Commerce degree from the University of New South Wales, Sydney. She is a Certified
Practising Accountant of CPA Australia and an associate member of the Hong Kong Institute of
Certified Public Accountants. Ms. Cheng did not hold any directorship in other listed companies in
the last three years.
Ms. Cheng is a daughter of Mr. Cheng Hop Fai and Mrs. Cheng Kwok Kwan Yuk, and a
sister of Miss Cheng Pak Man, Anita and Mr. Cheng Kwun Hung, Peter. As far as the Directors are
aware, as at the Latest Practicable Date, Ms. Cheng is one of the discretionary objects of the
Discretionary Trusts. Ms. Cheng has also been granted with an option to subscribe for 4,848,535
Shares under the Scheme. Save as disclosed above, Ms. Cheng does not have any relationship with
any other Directors, senior management or substantial or controlling Shareholders or have any
interest in the Shares within the meaning of Part XV of the SFO.
There is no service contract between Ms. Cheng and the Company or any members of the
Group. Subject to the provisions in the Bye-laws, after Ms. Cheng’s re-election at the AGM, she
will continue to serve on the Board until she retires at the annual general meeting by rotation in
accordance with the Bye-laws. Ms. Cheng’s emoluments as Director for the year ended 31st
March, 2007 were HK$360,000.
(c) Cheng Pak Man, Anita
Miss Cheng Pak Man, Anita, aged 35, has been an executive Director since 30th September,
2004. She is also a director of other members of the Group. She joined the Group in 2000 and is
responsible for the business development and marketing functions of the Group. Miss Cheng holds
a Bachelor of Commerce degree from the University of New South Wales and a Master of Applied
Finance degree from Macquarie University, Sydney. She is a Certified Practising Accountant of
CPA Australia and an associate member of the Hong Kong Institute of Certified Public Accountants.
Miss Cheng did not hold any directorship in other listed companies in the last three years.
Miss Cheng is a daughter of Mr. Cheng Hop Fai and Mrs. Cheng Kwok Kwan Yuk, and a
sister of Ms. Cheng Pak Ming, Judy and Mr. Cheng Kwun Hung, Peter. So far as the Directors are
aware, Miss Cheng is one of the discretionary objects of the Discretionary Trusts. Miss Cheng has
also been granted with an option to subscribe for 4,848,535 Shares under the Scheme. Save as
disclosed above, Miss Cheng does not have any relationship with any other Directors, senior
management or substantial or controlling Shareholders or have any interest in the Shares within
the meaning of the SFO.

4
LETTER FROM THE BOARD

Miss Cheng has a service contract with a subsidiary of the Company for a term of two years
(subject to the termination provisions of her service contract) commencing from 30th September,
2006 and will continue thereafter until terminated by six months’ notice given by either party.
Pursuant to Miss Cheng’s service contract, she is entitled to, among other things, a salary of
HK$504,000 per annum and a discretionary bonus in such sum as the Board may approve by
reference to the Group’s performance. No bonus payment was made to Miss Cheng by the Group
during the year ended 31st March, 2007.
General
(i) The emoluments of the Directors are determined by the Board (as authorised by the
Shareholders at the annual general meeting) with reference to the Company’s performance,
as well as remuneration benchmark in the industry and prevailing market conditions.
(ii) Save as disclosed above, the Directors received no other compensation from the Group.
(iii) Save for the information set out in this section, there is no other matter that needs to be
brought to the attention of the Shareholders or other information that should be disclosed
under rule 13.51(2) of the Listing Rules.
ISSUE MANDATE

At the AGM, an ordinary resolution will be proposed to renew the general mandate given to the
Directors to allot, issue, and deal with additional securities of the Company (including, inter alia, offers,
agreements and options) not exceeding twenty per cent. of the aggregate nominal value of the Company’s
issued share capital as at the date of passing the relevant resolution (being 96,970,705 Shares on the
basis that the Shares in issue as at the date of the AGM is 484,853,527 Shares) for the period from the
close of the AGM until the conclusion of the next annual general meeting of the Company (or such
earlier period as stated in the resolution) (the “Issue Mandate”).
REPURCHASE MANDATE

At the AGM, an ordinary resolution will be proposed for the renewal of the general mandate given
to the Directors to repurchase Shares (the “Repurchase Mandate”) up to 10% of the aggregate nominal
amount of the issued share capital of the Company as at the date of passing the resolution. The explanatory
statement required to be sent to Shareholders under the Listing Rules in connection with the proposed
resolution for the approval of the Repurchase Mandate is set out in Appendix I hereto.
AGM AND POLL PROCEDURES

The notice convening the AGM is set out in Appendix II to this circular. At the AGM, amongst
others, ordinary resolutions will be proposed to approve the re-election of the retiring Directors, the Issue
Mandate and the Repurchase Mandate.

5
LETTER FROM THE BOARD

A form of proxy for use at the AGM is enclosed with this circular. Whether or not you intend to
attend the AGM, you are requested to complete and return the form of proxy in accordance with the
instructions printed thereon to the Company’s principal place of business at Units 101-108, 1st Floor,
East Ocean Centre, 98 Granville Road, Tsimshatsui East, Kowloon, Hong Kong as soon as possible and
in any event not less than 48 hours before the time appointed for the holding of the AGM or any
adjournment thereof. Completion and return of the form of proxy will not preclude you from attending
and voting at the AGM should you so wish.
Details of the poll procedures are set out in Appendix III to this circular.
RECOMMENDATION

The Directors consider that the proposals for the re-election of the retiring Directors, approval of
the Issue Mandate and the Repurchase Mandate are all in the best interests of the Company and the
Shareholders. Accordingly, the Directors recommend you to vote in favour of the relevant resolutions in
the terms as set out in the notice of the AGM.
Yours faithfully,
By order of the Board
CHENG Hop Fai
Chairman

6
APPENDIX I EXPLANATORY STATEMENT ON
SHARE REPURCHASE MANDATE
REPURCHASE MANDATE

At the AGM, an ordinary resolution will be proposed for the renewal of the Repurchase Mandate.
The Company’s authority is restricted as regards purchases made on the Stock Exchange in accordance
with the Listing Rules. The Listing Rules provide that the shares proposed to be repurchased by a
company must be fully paid-up and all repurchases of shares by a company with a primary listing on the
Stock Exchange must be approved in advance by an ordinary resolution of shareholders either by way of
general mandate to the directors of the company to make such repurchases or by specific approval of a
particular transaction. Under the Repurchase Mandate, the number of issued Shares that the Company is
authorised to repurchase on the Stock Exchange may not exceed 10% of the issued share capital of the
Company as at the date of passing the resolution granting the general mandate.
As at the Latest Practicable Date there were in issue 484,853,527 Shares. Exercise in full of the
Repurchase Mandate, if approved by the Shareholders at the AGM, on the basis that no further Shares are
issued or repurchased prior to the date of the AGM, the Company has the authority to repurchase its own
Shares up to 48,485,352 Shares during the period (the “Relevant Period”) ending on the earliest of the
conclusion of the next annual general meeting of the Company or the date by which the next annual
general meeting of the Company is required to be held by the Bye-laws or any applicable law or the date
upon which such authority is revoked or varied by an ordinary resolution of the Shareholders at a general
meeting of the Company.
The Directors have no present intention to repurchase any Shares but consider that the Repurchase
Mandate will provide the flexibility to make such repurchases when appropriate and beneficial to the
Company and the Shareholders. Such repurchases may enhance the net asset value of the Company and
its assets and/or its earnings per Share.
There might be a material adverse impact on the working capital or gearing position of the
Company (as compared with the position disclosed in the audited accounts contained in the Annual
Report for the year ended 31st March, 2007) in the event that the Repurchase Mandate is exercised in full
at any time during the Relevant Period. However, the Directors do not propose to exercise the Repurchase
Mandate to such extent as would, in the circumstances, have a material adverse impact on the working
capital requirements of the Company or the gearing levels which in the opinion of the Directors are from
time to time appropriate for the Company.
In repurchasing Shares, the Company may only apply funds legally available for such purpose in
accordance with the Memorandum of Association of the Company and the Bye-laws and the applicable
laws of Bermuda. The Company is empowered under its Memorandum of Association to repurchase
Shares and the same authority is given under section 42A of the Companies Act 1981 of Bermuda. The
Bye-laws supplement the Company’s Memorandum of Association by providing that this power is
exercisable by the Directors upon such terms and subject to such conditions as they think fit. The
Companies Act 1981 of Bermuda provides that the funds permitted to be utilized in connection with a
share repurchase may only be paid out of either the capital paid up on the relevant repurchased Shares, or

7
APPENDIX I EXPLANATORY STATEMENT ON
SHARE REPURCHASE MANDATE

the funds of the Company that would otherwise be available for dividend or distribution, or the proceeds
of a fresh issue of Shares made for such purpose. The amount of premium payable on redemption may
only be paid out of either the funds of the Company that would otherwise be available for dividend or
distribution, or out of the share premium account of the Company. Under Bermuda law, a company’s
repurchased shares shall be treated as cancelled upon purchase and the company’s issued share capital
shall be diminished by the nominal value of those shares accordingly (but such repurchase is not to be
taken as reducing the amount of the company’s authorised share capital).
DIRECTORS, THEIR ASSOCIATES AND CONNECTED PERSONS

None of the Directors nor, to the best knowledge and belief of the Directors, having made all
reasonable enquiries, any of their associates have any present intention, in the event that the Repurchase
Mandate is approved by the Shareholders, to sell Shares to the Company or any subsidiary.
No connected person (as defined in the Listing Rules) has notified the Company that he/she has a
present intention to sell Shares to the Company nor has he/she undertaken not to do so in the event that
the Company is authorised to make purchases of Shares.
UNDERTAKING OF THE DIRECTORS

The Directors have undertaken to the Stock Exchange to exercise the Repurchase Mandate in
accordance with the Listing Rules and all applicable laws of Bermuda, and in accordance with the
regulations set out in the Memorandum of Association of the Company and the Bye-laws.
TAKEOVERS CODE CONSEQUENCES

If as the result of a repurchase of Shares, a Shareholder’s proportionate interest in the voting rights
of the Company increases, such increase will be treated as an acquisition for the purposes of the Hong
Kong Code on Takeovers and Mergers (the “Takeovers Code”). As a result, a Shareholder, or group of
Shareholders acting in concert, depending on the level of increase of the Shareholder’s interest, could
obtain or consolidate control of the Company and become obliged to make a mandatory offer in accordance
with rule 26 of the Takeovers Code. A waiver of this provision would not normally be given except in
extraordinary circumstances. As at the Latest Practicable Date, Kong Fai and Golden Toy, both of which
companies are wholly and beneficially owned by Discretionary Trusts whose beneficiaries are Mr. Cheng
and his family members, held 296,180,025 Shares and 43,217,445 Shares representing approximately
61.09% and 8.91% respectively of the issued share capital of the Company. The Directors are not aware
of any Shareholder, or a group of Shareholders acting in concert, who will become obliged to make a
mandatory offer as a result of repurchases of Shares.
The aggregate shareholdings of Kong Fai and Golden Toy will be increased to approximately
77.78% of the issued capital of the Company if the Repurchase Mandate is exercised in full. The
Directors will not exercise the Repurchase Mandate to such an extent that the number of listed Shares in
the hands of the public will fall below the relevant prescribed minimum percentage as determined by the
Stock Exchange.

8
APPENDIX I EXPLANATORY STATEMENT ON
SHARE REPURCHASE MANDATE
SHARE PURCHASES MADE BY THE COMPANY

During the six months immediately preceding the date of this circular, no Shares have been
repurchased by the Company.
MARKET PRICES

During each of the previous twelve months before the date of this circular, the highest and lowest
traded prices for the Shares on the Stock Exchange were as follows:
Per Share
Month Highest Lowest
HK$ HK$
2006

July 0.1100 0.0850
August 0.0800 0.0700
September 0.0790 0.0710
October 0.0850 0.0750
November 0.8400 0.0850
December 0.6200 0.4850
2007

January 0.9700 0.4600
February 0.8000 0.3650
March 0.5200 0.3400
April 0.5800 0.4250
May 0.7700 0.4400
June 0.8000 0.5000
July (up to the Lastest Practicable Date) 0.5400 0.4150

9
APPENDIX II NOTICE OF AGM

for identification purpose only
G-VISION INTERNATIONAL (HOLDINGS) LIMITED

(Incorporated in Bermuda with limited liability)
(Stock Code: 657)
NOTICE IS HEREBY GIVEN that the Annual General Meeting of the shareholders of G-Vision
International (Holdings) Limited will be held at City Chiu Chow Restaurant, 1st Floor, East Ocean
Centre, 98 Granville Road, Tsimshatsui East, Kowloon, Hong Kong on Wednesday, 22nd August, 2007 at
10 a.m. for the following purposes:
1. To receive and consider the audited consolidated financial statements and the reports of the
directors and auditors for the financial year ended 31st March, 2007.
2. To re-elect the retiring directors, fix the maximum number of directors and authorise the
Board of Directors to appoint directors up to the maximum number determined.
3. To re-appoint Messrs. Deloitte Touche Tohmatsu as auditors and authorise the Board of
Directors to fix their remuneration.
4. As special business to consider and, if thought fit, pass with or without modifications, the
following resolution as an ordinary resolution:
“THAT:
(a) the exercise by the directors during the Relevant Period of all the powers of the
Company to purchase its shares subject to and in accordance with the applicable
laws, be and is hereby generally and unconditionally approved;
(b) the total nominal amount of the shares to be purchased pursuant to the approval in
paragraph (a) above shall not exceed 10% of the total nominal amount of the share
capital of the Company in issue on the date of this Resolution, and the said approval
shall be limited accordingly; and
(c) for the purposes of this Resolution:
“Relevant Period” means the period from the passing of this Resolution until whichever
is the earliest of:
(i) the conclusion of the next Annual General Meeting of the Company;

10
APPENDIX II NOTICE OF AGM

(ii) the revocation or variation of the authority given under this Resolution by
ordinary resolution of the shareholders of the Company in general meeting;
and
(iii) the expiration of the period within which the next Annual General Meeting of
the Company is required by the Bye-laws of the Company or any applicable
laws to be held.”
5. As special business to consider and, if thought fit, pass with or without modifications, the
following resolution as an ordinary resolution:
“THAT:
(a) Subject to sub-paragraph (c) below, the exercise by the directors of the Company
during the Relevant Period of all the powers of the Company to allot and issue shares
and to make or grant offers, agreements and options which would or might require
shares to be allotted and issued be and is hereby generally and unconditionally
approved;
(b) the approval in sub-paragraph (a) above shall authorise the directors of the Company
during the Relevant Period to make or grant offers, agreements and options which
would or might require shares to be allotted after the end of the Relevant Period;
(c) the aggregate nominal amount of share capital allotted or agreed conditionally or
unconditionally to be allotted (whether pursuant to an option or otherwise) by the
directors of the Company pursuant to the approval in sub-paragraph (a) above,
otherwise than pursuant to shares issued as a result of a Rights Issue or pursuant to
any Option Scheme for the time being adopted by the Company, shall not exceed the
sum of 20% of the aggregate nominal amount of the share capital of the Company in
issue at the date of this Resolution and the said approval shall be limited accordingly;
and
(d) for the purposes of this Resolution:
“Relevant Period” means the period from 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 revocation or variation of the authority given under this Resolution by an
ordinary resolution of the shareholders of the Company in general meeting;
and
(iii) the expiration of the period within which the next Annual General Meeting of
the Company is required by the Bye-laws of the Company or any applicable
laws to be held.

11
APPENDIX II NOTICE OF AGM

“Rights Issue” means an offer of shares open for a period fixed by the directors of the
Company to holders of shares on the register on a fixed record date in proportion to
their then holdings of such shares (subject to such exclusions or other arrangements
as the directors may deem necessary or expedient in relation to fractional entitlements
or legal or practical problems under the laws of, or the requirements of any recognised
regulatory body or any stock exchange in, any territory outside Hong Kong SAR).
“Option Scheme” means a share option scheme or similar arrangement for the time
being adopted for the grant or issue to eligible person of rights to acquire shares in
the Company.”
6. As special business to consider and if thought fit, pass with or without modifications, the
following resolution as an ordinary resolution:
“THAT the general mandate granted to the directors of the Company pursuant to Resolution
5 above and for the time being in force to exercise the powers of the Company to allot
shares and to make or grant offers, agreements and options which might require the exercise
of such powers be and is hereby extended by the addition to the total nominal amount of
share capital which may be allotted or agreed conditionally or unconditionally to be allotted
by the directors of the Company pursuant to such general mandate an amount representing
the total nominal amount of shares in the capital of the Company repurchased by the
Company since the granting of such general mandate pursuant to the exercise by the directors
of the Company of the powers of the Company to purchase such shares, provided that such
amount shall not exceed 10% of the total nominal amount of the share capital of the
Company in issue on the date of this Resolution.”
By Order of the Board
Cheng Pak Ming, Judy
Company Secretary
Hong Kong, 30th July, 2007
Hong Kong branch share registrar:
Computershare Hong Kong Investor Services Limited
Shops 1712-1716, 17th Floor
Hopewell Centre
183 Queen’s Road East
Hong Kong

12
APPENDIX II NOTICE OF AGM

Notes:
(1) A member entitled to attend and vote at the above meeting is entitled to appoint a proxy to attend and vote on his behalf.
A proxy need not be a member of the Company.
(2) In order to be valid, the instrument appointing a proxy together with the power of attorney or other authority, if any, under
which it is signed or a notarially certified copy of that power or authority, must be deposited at the Company’s head office
at Units 101-108, 1st Floor, East Ocean Centre, 98 Granville Road, Tsimshatsui East, Kowloon, Hong Kong, not less than
48 hours before the time appointed for the holding of the meeting or adjourned meeting.
(3) The register of members of the Company will be closed from 20th August, 2007 to 22nd August, 2007, both days
inclusive, for the purpose of establishing entitlement of shareholders to vote at the meeting. During this period, no
transfers of shares will be effected. All transfers of shares accompanied by the relevant share certificates must be lodged
with the Company’s branch registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, Shops 1712-
1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong not later than 4:30 p.m. on 17th August, 2007.

13
APPENDIX III POLL PROCEDURES

Bye-law 66, 68 and 69 of the Bye-laws set out the procedures under which a poll may be demanded.
At any general meeting a resolution put to the vote of the meeting shall be decided on a show of
hands unless voting by way of a poll is required by the rules of the Designated Stock Exchange or
(before or on the declaration of the result of the show of hands or on the withdrawal of any other demand
for a poll) a poll is demanded:
(a) by the chairman of the meeting; or
(b) by at least 3 Shareholders present in person (or, in the case of a Shareholder being a
corporation, by its duly authorised representative) or by proxy for the time being entitled to
vote at the meeting; or
(c) by any Shareholder or Shareholders present in person (or, in the case of a Shareholder being
a corporation, by its duly authorised representative) or by proxy and representing not less
than one-tenth of the total voting rights of all the Shareholders having the right to vote at
the meeting; or
(d) by any Shareholder or Shareholders present in person (or, the case of a Shareholder being a
corporation, by its duly authorised representative) or by proxy and holding Shares in the
Company conferring a right to vote at the meeting being Shares on which an aggregate sum
has been paid up equal to not less than one-tenth of the total sum paid up on all the Shares
conferring that right; or
(e) if required by the rules of the Designated Stock Exchange, by any Director or Directors
who, individually or collectively, hold proxies in respect of shares representing five per
cent. (5%) or more of the total voting rights at such meeting.
If a poll is duly demanded the result of the poll shall be deemed to be the resolution of the meeting
at which the poll was demanded. There shall be no requirement for the chairman to disclose the voting
figures on a poll.
A poll demanded on the election of a chairman, or on a question of adjournment, shall be taken
forthwith. A poll demanded on any other question shall be taken in such manner (including the use of
ballot or voting papers or tickets) and either forthwith or at such time (being not later than thirty (30)
days after the date of the demand) and place as the chairman directs. It shall not be necessary (unless the
chairman otherwise directs) for notice to be given of a poll not taken immediately.