Culturecom Holdings Limited — Proxy Solicitation & Information Statement 2005

Nov 28, 2005

CAPITAL ESTATE LIMITED ��������

(Incorporated in Hong Kong with limited liability)

(Stock Code: 193)

FORM OF PROXY FOR USE AT THE EXTRAORDINARY GENERAL MEETING (OR AT ANY ADJOURNMENT THEREOF)

I/We [(Note1)] ,

of

being the registered holder(s) of [(Note 2)]

ordinary share(s) of HK$1.00 each

in the capital of CAPITAL ESTATE LIMITED (the “Company”), hereby appoint the Chairman of the extraordinary general meeting of the Company, or [(Note3)] ,

of

as my/our proxy to attend and vote for me/us and on my/our behalf at the extraordinary general meeting of the Company to be held at Boardroom 3 and 4, Mezzanine Level, Renaissance Harbour View Hotel, 1 Harbour Road, Wan Chai, Hong Kong, on 20 December 2005 at 10:00 a.m., (or any time as soon as practicable after the conclusion or adjournment of the annual general meeting of the Company to be held at 9:00 a.m. on the same day), (and at any adjournment thereof) (the “ Meeting ”) for the purpose of considering and, if thought fit, passing the ordinary resolution as set out in the notice convening the Meeting, as indicated below or if no such indication is given, as my/our proxy thinks fit and in respect of any other business that may properly come before the Meeting and/or at any adjournment thereof:

ORDINARY RESOLUTION	FOR(Note 4)	AGAINST(Note 4)
To approve the Share Subdivision

Signature [(Note 6)] : Date:

Notes:

1. Full name(s) and address(es) must be inserted in BLOCK CAPITALS . The names of all joint registered holders should be stated.

2. Please insert the number of Shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all shares of the Company registered in your name(s).

3. If any proxy other than the Chairman of the Meeting is preferred, please strike out “the Chairman of the extraordinary general meeting of the Company, or” and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

4. IMPORTANT: If you wish to vote for a resolution, tick in the box marked “For”. If you wish to vote against a resolution, tick in the box marked “Against”. Failure to tick either box will entitle your proxy to cast your vote or abstain at his/her discretion. Your proxy will also be entitled to vote at his/ her discretion on any resolution properly put to the Meeting and/or at any adjournment thereof other than those referred to in the notice convening the Meeting.

5. Any shareholder entitled to attend and vote at the Meeting is entitled to appoint another person as his/her proxy to attend and vote instead of him/her. A shareholder may appoint more than one proxy to attend the Meeting. A proxy need not be a shareholder of the Company.

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

7. This form of proxy together and the power of attorney (if any) or other authority (if any) under which it is signed, or a notarially certified copy of such power or authority, shall be delivered to the Company’s share registrar, Computershare Hong Kong Investor Services Limited, at 46th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong not less than 48 hours before the time appointed for holding the Meeting, and in default this form of proxy shall not be treated as valid.

8. When there are joint registered holders of any share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such shares as if he/she was solely entitled thereto; but if more than one of such joint registered holders be present at the Meeting, either personally or by proxy, that one of the said persons so present whose name stands first on the register of members in respect of such shares shall alone be entitled to vote in respect thereof.

9. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting and, in such event, this form of proxy shall be deemed to be revoked.