Esprit Holdings Limited — Proxy Solicitation & Information Statement 2005

May 3, 2005

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THE GRANDE HOLDINGS LIMITED

(Incorporated in the Cayman Islands and continued in Bermuda)

(Stock Code: 186)

Form of proxy for use by shareholders at the Annual General Meeting convened to be held on 27 June 2005 at 8:30 a.m. on 11th Floor, The Grande Building, 398 Kwun Tong Road, Kwun Tong, Kowloon, Hong Kong.

I/ We (note 1) of being the holder(s) of (note 2) ordinary shares of HK$0.10 each of the above-named Company hereby appoint the Chairman of the meeting or of

(note 3) to act as my/our proxy at the Annual General Meeting of the Company to be held on 27 June 2005 and at any adjournment thereof and to vote on my/our behalf as directed below.

Please indicate with an “X” in the spaces provided how you wish the proxy to vote on your behalf.

For Against

			For	Against	Against
1.	To receive and consider the Audited Financial Statements and the Reports of the Directors and Auditors for theyear ended 31 December 2004.
2.	To declare a final and a special dividend for theyear ended 31 December 2004.
3.	To re-elect the fix their remun	following retiring Directors and authorise the Board of Directors to eration:
	Mr Michael A.	B. Binney
	Mrs. Christine	L.S. Asprey
	Mr. JohnnyW. H. Lau
	Mr. Martin I. Wright
4.	To appoint Auditors for the ensuring year and authorise the Board of Directors to fix their remuneration.
5.	Special business: Ordinary Resolution – to give a general mandate to the Directors to issue, allot and deal with additional shares not exceeding 20% of the existing issued share capital.

Dated the day of 2005. Shareholder’s Signature: (Notes 4 and 5)

Shareholder’s Signature:

Notes:

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

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

3. A proxy need not be a member of the Company. If any proxy other than the Chairman of the Meeting is appointed, delete the words “the Chairman of the meeting or” and insert the name and address of the person appointed proxy in the space provided.

4. In the case of joint holders, this form of proxy must be signed by the member whose name stands first on the register of members. 5. This form of proxy must be signed by the appointor, or his attorney duly authorised in writing, or if such appointor is a corporation, either under its Common seal or under the hand of an officer or attorney so authorised.

5. If this form is returned duly signed but without a specific direction, the proxy will vote or abstain at his discretion. The proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.

6. In order to be valid, this form of proxy together with a power of attorney or other authority (if any) under which it is signed or a notarially certified copy of that authority must be deposited with the Company’s Branch Registrar, Tengis Limited, at G/F BEA Harbour View Centre, 56 Gloucester Road, Wanchai, Hong Kong not later than 48 hours before the time for holding the Meeting or adjourned Meeting.

7. Any alterations made to this form should be initialled by the person who signs it.