Art Group Holdings Limited — Proxy Solicitation & Information Statement 2009

Dec 4, 2009

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

ART TEXTILE TECHNOLOGY INTERNATIONAL COMPANY LIMITED 錦藝紡織科技國際有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 565)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of Art Textile Technology International Company Limited (the “ Company ”) will be held at Fung Shui II Room, 6th Floor, Marco Polo Hongkong Hotel, Harbour City, 3 Canton Road, Kowloon, Hong Kong on Wednesday, 23 December 2009 at 11:30 a.m. (or any adjournment thereof) for the purpose of considering and, if thought fit, passing the following resolution (with or without modification) by way of poll as ordinary resolution of the Company:

ORDINARY RESOLUTIONS

1. To consider, and if thought fit, pass, with or without amendments, the following resolution as an Ordinary Resolution:

“ THAT all the outstanding share options in respect of (i) a total of 33,250,000 Shares which have been granted by the Company to Mr. Chen Jinyan and certain employees of the Company on 23 December 2003 but not exercised as at the date hereof; (ii) a total of 23,000,000 Shares which have been granted by the Company to Mr. Chen Jinyan and certain employees of the Company on 11 December 2006 but not exercised as at the date hereof; and (iii) a total of 29,200,000 Shares which have been granted by the Company to certain employees of the Company on 14 September 2007 but not exercised as at the date hereof, pursuant to the share option scheme adopted by the shareholders of the Company on 16 August 2003, be cancelled and the Directors be hereby authorised for and on behalf of the Company to do all such acts, execute all such documents and deeds as they may in their discretion consider necessary or desirable to carry out the foregoing into effect.”

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1. To consider, and if thought fit, pass, with or without amendments, the following resolution as an Ordinary Resolution:

“ THAT subject to and conditional upon the Listing Committee of The Stock Exchange of Hong Kong Limited granting listing of, and permission to deal in, the shares of HK$0.01 each in the share capital of the Company (representing a maximum of 10% of the shares in issue as at the date of the passing of this resolution) to be issued pursuant to the exercise of options which may be granted under the Company’s share option scheme adopted on 16 August 2003 (the “ Share Option Scheme ”), the refreshment of the scheme limit on grant of options under the Share Option Scheme and any other share option schemes of the Group up to 10% of the shares in issue as at the date of the passing of this resolution be and is hereby approved and the Directors be hereby authorised for and on behalf of the Company to do all such acts, execute all such documents and deeds as they may in their discretion consider necessary or desirable to carry out the foregoing into effect.”

By order of the Board Art Textile Technology International Company Limited Chen Jinyan Chairman

Hong Kong, 4 December 2009

As at the date of this announcement, the executive directors of the Company are Mr. Chen Jinyan and Mr. Chen Dong; and the independent non-executive directors of the Company are Mr. Lo Kin Chung, Mr. Huang Yongfeng and Mr. Yu Zhongming.

Notes:

1. Any shareholder entitled to attend and vote at the meeting is entitled to appoint one or, if he is holder of more than one share, more proxies to attend and vote instead of him. A proxy need not be a shareholder of the Company.

2. In order to be valid, a form of proxy in the prescribed form together with the power of attorney or other authority (if any) under which it is signed must be deposited at the branch share registrar of the Company, Tricor Investor Services Limited at 26/F., Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the meeting (or any adjournment thereof).

3. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under its common seal or under the hand of an officer or attorney or other person duly authorised.

4. Delivery of the form of proxy will not preclude a member from attending and voting in person at the meeting convened and in such event, the form of proxy shall be deemed to be revoked.

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