Genesis Scale Holdings Limited — Proxy Solicitation & Information Statement 2006

Mar 16, 2006

==> picture [54 x 54] intentionally omitted <==

CLIMAX INTERNATIONAL COMPANY LIMITED

(incorporated in Bermuda with limited liability)

(Stock Code: 439)

PROXY FORM

Form of proxy for use at the special general meeting to be held at Ming Room, 4th Floor, Sheraton Hong Kong Hotel & Towers, 20 Nathan Road, Tsimshatsui, Kowloon, Hong Kong on Monday, 10 April 2006 at 3:30 p.m. (or at any adjournment thereof) (the “SGM”)

I/We [note][1]

of

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

shares of HK$0.01 each in the capital

of Climax International Company Limited (the “Company”) HEREBY APPOINT [note][3]

of

or failing him, the Chairman of the SGM as my/our proxy to act for me/us at the SGM (and at any adjournment thereof) for the purpose of considering and, if thought fit, passing the resolution as set out in the notice convening the SGM and at such meeting (or at any adjournment thereof) to vote for me/us and on my/our behalf in respect of the resolution as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit [note][4] .

For Against

SPECIAL RESOLUTION Dated this day of , 2006 Signature [note][5] :

Notes:

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

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

3. Please insert the name and address of the proxy desired. If no name is inserted, the Chairman of the SGM will act as your proxy. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

4. Please indicate with a “ ✔ ” in the appropriate space beside each of the resolutions how you wish the proxy to vote on your behalf on a poll. If the form is returned duly signed, but without any indication, the proxy will vote for or against the resolution, or will abstain, at the proxy’s discretion.

5. 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 under its common seal or under the hand of an officer or attorney duly authorised.

6. In the case of joint holders, the vote of the senior who tenders a vote whether in person or by proxy will be accepted to the exclusion of the votes of the other joint holders. For this purpose, seniority is determined by the order in which the names stand in the register of members in respect of the joint holders.

7. 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 notarilly certified copy of such power of attorney, must be deposited at the Company’s Hong Kong branch share registrar, Secretaries Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time for holding the SGM or adjourned meeting.

8. A proxy need not be a member of the Company but must attend the SGM in person to represent you.

9. Completion and return of this form of proxy will not preclude you from attending and voting in person at the SGM or any adjournment thereof should you so wish.