Computer And Technologies Holdings Limited — Proxy Solicitation & Information Statement 2005

Jul 28, 2005

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(Stock Code: 31)

PROXY FORM

Form of proxy for the Extraordinary General Meeting to be held at 17th Floor, China Aerospace Centre, 143 Hoi Bun Road, Kwun Tong, Kowloon, Hong Kong at 11:00 a.m. on Thursday, 25 August 2005.

I/We [(note][1)]

of being the registered holder(s) of [(note][2)] shares of HK$1.00 each in the capital of China Aerospace International Holdings Limited (the “Company”) hereby appoint [(note][3)] of

or failing him, the Chairman of the meeting, as my/our proxy to attend on my/our behalf at the meeting (and at any adjournment thereof) to vote for me/us in my/our name(s) in respect of the resolutions set out in the notice of the meeting (with or without modifications) as hereunder indicated and in respect of any other matters to be considered in the meeting.

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Special Resolution FOR [(note] [4)] AGAINST [(note] [4)]
1. “THAT:
(a) (1) The capital of the Company of HK$10,000,000,000 divided into
10,000,000,000 shares of HK$1.00 each be reduced to
HK$1,000,000,000 divided into 10,000,000,000 shares of HK$0.10
each and that such reduction be effected by cancelling paid up
capital to the extent of HK$0.90 upon each of the shares in issue
and by reducing the nominal amount of all the issued and unissued
shares in the capital of the Company from HK$1.00 to HK$0.10 per
share; and
(2) the credit arising from the cancellation of the paid up capital of the
Company be set off, to the extent permitted by the High Court of
Hong Kong, against the accumulated losses of the Company and
any remaining balance be credited to a special capital reserve
account of the Company the application of which will be subject to
such conditions as may be imposed by the High Court of Hong
Kong.
(b) Upon the reduction of capital referred to in paragraph (a) taking effect, the
share premium account of the Company be cancelled and that the credit
arising out of the cancellation be set off, to the extent permitted by the
High Court of Hong Kong, against the accumulated losses of the Company
and any remaining balance be credited to a special capital reserve account
of the Company the application of which will be subject to such conditions
as may be imposed by the High Court of Hong Kong.
(c) The directors of the Company be authorised generally to do all things
appropriate to effect and implement any of the foregoing.”
Ordinary Resolution FOR [(note] [4)] AGAINST [(note] [4)]
2. “ THAT subject to and forthwith upon the reduction of capital and cancellation of
share premium (as set out in Resolution 1) taking effect, the authorised capital of
the Company be increased to HK$10,000,000,000 by the creation of an additional
90,000,000,000 shares of HK$0.10 each.”
Dated this day of , 2005 Signatures [(note] [7)]
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Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

2. Please insert the number of shares of HK$1.00 each in the capital of the Company registered in your name(s); if no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s).

3. Full name and address of proxy to be inserted in BLOCK CAPITALS. IF NOT COMPLETED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. 4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK IN THE BOX MARKED “FOR” BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK IN THE BOX MARKED “AGAINST” BESIDE THE APPROPRIATE RESOLUTION. If no direction is given, the proxy will be entitled to vote or abstain as he thinks fit. Your proxy will be entitled to vote or abstain at his discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

4. To be valid, this form of 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 share registrar of the Company, the Standard Registrars Limited, at Ground Floor, BEA Harbour View Centre, 56 Gloucester Road, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the meeting or any adjourned meeting.

5. In the case of joint holders of a share, the vote of the person, whether attending in person or by proxy, whose name stands first on the Register of Members of the Company in respect of such share shall be accepted to the exclusion of the vote(s) of the other joint holder(s).

6. This form of proxy must be signed by you or your attorney duly authorised in writing or, if you are a corporation, must either be executed under seal or under the hand of an officer or attorney duly authorised.

7. The proxy need not be a member of the Company but must attend the meeting in person to represent you.

8. 9 Completion and delivery of this form of proxy shall not preclude you from attending and voting in person if you so wish.

9. Any alteration to this form of proxy must be initialled by the person who signs it.