Crypto Flow Technology Limited — Proxy Solicitation & Information Statement 2008

Jan 25, 2008

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

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Wafer Systems Limited

(Incorporated in the Cayman Islands with limited liability) (Stock Code: 8198)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of Wafer Systems Limited (the “ Company ”) will be held at Units 901-7, 9/F., Prosperity Millennia Plaza, 663 King’s Road, North Point, Hong Kong on Wednesday, 20 February 2008 at 3:30 p.m. for the purpose of considering and, if thought fit, passing with or without amendments, the following resolutions of the Company:

ORDINARY RESOLUTIONS

1. (A) “ THAT :

2. (a) the purchase agreement (the “ Purchase Agreement ”) dated 9 January 2008 entered into between the Firich Enterprises Co., Ltd., 伍豐科技股份有限公司 (“ Firich ”, and together with its subsidiaries is referred to herein as the “ Firich Group ”) and Wu Sheng Computer Technology (Shanghai) Co., Ltd 伍盛計算機科技(上海) 有限公司 (“ Wu Sheng ”), an indirect non wholly-owned subsidiary of the Company, for the purchase of certain materials/unfinished parts for the manufacture of point of sales (“ POS ”) and lottery vending terminals by Wu Sheng from the Firch Group for the three years ending 31 December 2010, a copy of which has been produced to the EGM marked “A” and signed by the chairman of the EGM for the purpose of identification, and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;

3. (b) the maximum annual amount to be paid by Wu Sheng to the Firich Group in relation to the purchase of certain materials/unfinished parts under the Purchase Agreement for the three years ending 31 December 2010 of HK$265 million, HK$275 million and HK$350 million be and are hereby approved; and

4. (c) the directors of the Company (the “ Directors ”) be and are hereby authorised to execute such documents and do such acts and things as they consider desirable, necessary or expedient in connection with and to give effect to the Purchase Agreement and the transactions contemplated thereunder.”

* for identification purpose only

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(B) “ THAT :

  - (a) the supply agreement (the “ **Supply Agreement** ”) dated 9 January 2008 entered into between the Firich and Wu Sheng for the sale and delivery of POS and lottery vending terminals by Wu Sheng to the Firch Group for the three years ending 31 December 2010, a copy of which has been produced to the EGM marked “B” and signed by the chairman of the EGM for the purpose of identification, and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;

  - (b) the maximum annual amount to be paid by the Firich Group to Wu Sheng in relation to the sale and delivery of POS and lottery vending terminals under the Supply Agreement for the three years ending 31 December 2010 of HK$115 million, HK$200 million and HK$260 million be and are hereby approved; and

  - (c) the Directors be and are hereby authorised to execute such documents and do such acts and things as they consider desirable, necessary or expedient in connection with and to give effect to the Supply Agreement and the transactions contemplated thereunder.”

1. “ THAT :

2. (a) subject to and conditional upon the Listing Committee of The Stock Exchange of Hong Kong Limited granting approval for the listing of, and permission to deal in, the shares in the share capital of the Company to be issued pursuant to the exercise of share options which may be granted under the Refreshed Scheme Limit (as defined below), the refreshment of the limit in respect of the granting of share options under the Share Option Scheme of the Company adopted on 20 April 2002, up to 10% of the total number of shares of the Company in issue as at the date of the passing of this resolution (the “ Refreshed Scheme Limit ”) be and is hereby approved; and

3. (b) any director of the Company be and is hereby authorised to do all such acts and execute all such documents to effect the Refreshed Scheme Limit.”

4. “ THAT Mr. Ko Chun Fung, Henry be and is hereby re-elected as executive Director.”

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SPECIAL RESOLUTION

1. “ THAT the name of the Company be changed from “Wafer Systems Limited” to “Melco LottVentures Limited” and the adoption a new Chinese name “新濠環彩有限公司” to replace the existing un-registered Chinese name “威發系統有限公司”. The Directors be and are hereby authorised generally to do such acts and things and execute all documents or make such arrangements as they may consider necessary or expedient to effect the change of name.”

By order of the Board of Wafer Systems Limited Pang Kin Man, Edmond Company Secretary

Hong Kong, 28 January 2008

Notes:

• (i) A member of the Company entitled to attend and vote at the above meeting is entitled to appoint another person as his proxy to attend and vote instead of him. A member who is holder of two or more shares may appoint more than one proxy to attend and vote instead of him. A proxy need not be a member of the Company.

• (ii) In order to be valid, a form of proxy together with the power of attorney or other authority (if any) under which it is signed, or a certified copy thereof, must be deposited at the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at Rooms 1806-7, 18th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong no later than 48 hours before the time appointed for the meeting (or any adjournment thereof).

• (iii) Completion and return of the form of proxy will not preclude members of the Company from attending and voting in person at the meeting or any adjournment thereof should they so desire.

As at the date of this announcement, the Board consists of two executive Directors, namely Mr. CHAN Sek Keung, Ringo and Mr. KO Chun Fung, Henry, and three independent non-executive Directors, namely Mr. PANG Hing Chung, Alfred, Mr. David TSOI and Mr. SO Lie Mo, Raymond.

This announcement, for which the Directors, including all independent non-executive Directors, collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, 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 respects 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 “Latest Company Announcements” page of the GEM website (www.hkgem.com) for at least 7 days from its date of publication and the Company’s website at www.wafersystems.com.

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