Macau E&M Holding Limited — Proxy Solicitation & Information Statement 2001

Apr 25, 2001

shum yip investment limited

(Incorporated in Hong Kong with limited liability)

Notice of Annual General Meeting

NOTICE IS HEREBY GIVEN that the Annual General Meeting of Shum Yip Investment Limited ("the Company") will be held at Regent III, Regent Hotel, 18 Salisbury Road, Tsimshatsui, Kowloon, Hong Kong on Friday, 8th June, 2001 at 2:30 p.m. for the following purposes :-

1. To receive and consider the audited Financial Statements and the Reports of the Directors and Auditors for the year ended 31st December, 2000.

2. To declare a final dividend.

3. To elect Directors and to fix the Directors’ fees.

4. To re-appoint Auditors and to authorise the Directors to fix their remuneration. A notice has been received from a member of the Company, pursuant to Section 116C and 132 of the Companies Ordinance (Chapter 32 of the Laws of Hong Kong), of the intention to propose the following resolution as an ordinary resolution of the Company :-

ORDINARY RESOLUTION

"THAT Messrs. Ernst & Young, who were appointed as auditors by the Directors to fill the casual vacancy caused by the resignation of Messrs. Deloitte Touche Tohmatsu, be and are hereby re-appointed auditors of the Company to hold office until the next annual general meeting of the Company at a fee to be agreed with the Directors."

By Order of the Board

SONG Zhiwang

Chairman

Hong Kong, 24th April, 2001

Notes:

1. A member of the Company entitled to attend and vote at the above meeting is entitled to appoint one or more proxies to attend and, on a poll, vote on behalf of him. A proxy need not be a member of the Company.

2. 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 notarially certified copy of that power or authority, must be deposited at the registered office of the Company, 8th Floor, New East Ocean Centre, 9 Science Museum Road, Tsimshatsui, Kowloon, Hong Kong not less than 48 hours before the time for holding the meeting.

3. The register of members of the Company will be closed from Monday, 4th June, 2001 to Friday, 8th June, 2001, both days inclusive, during which period no transfer of shares will be effected. In order to qualify for the proposed final dividend, all completed transfer forms accompanied by the relevant share certificates must be lodged with the Registrars of the Company, Standard Registrars Limited, at 5th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong by not later than 4:00 p.m. on Friday, 1st June, 2001.

4. Concerning item 4 above, the Directors wish to state that Messrs. Deloitte Touche Tohmatsu resigned as auditors of the Company on 22nd November, 2000. The directors of the Company appointed Messrs. Ernst & Young as auditors to fill the casual vacancy. A resolution will be proposed at the meeting to re-appoint Messrs. Ernst & Young as auditors of the Company.

"Please also refer to the published version of this announcement in the South China Morning Post "