Macau E&M Holding Limited — Proxy Solicitation & Information Statement 2006

Dec 29, 2006

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(Incorporated in Hong Kong with limited liability)

(Stock Code: 604)

Form of proxy for use at the Extraordinary General Meeting (or any adjournment thereof) convened at 2 p.m. on 9 February 2007

I/We [1] of being the registered holder(s) of each in the capital of abovenamed Company, HEREBY APPOINT [3] of

being the registered holder(s) of [2 ]

shares of HK$0.05

or failing him [3] of

or failing him, the Chairman of the meeting as my/our

proxy to act for me/us at the Extraordinary General Meeting (or at any adjournment thereof) of the Company to be held at Garden Room C&D, 2/F, Hotel Nikko, 72 Mody Road, Tsimshatsui East, Kowloon, Hong Kong on 9 February 2007 at 2 p.m. and at such meeting to vote for me/us on my/our behalf as directed below or, if no such direction is given, as my/our proxy thinks fit.

ORDINARY RESOLUTION FOR [4] AGAINST [4] 1. “THAT the agreement (the “Agreement”) dated 8 December 2006 entered into between Shum Yip Investment (Shenzhen) Limited（深業控股（深 圳）有限公司）(the “Vendor”) and Shum Yip Holdings Company Limited （深業（集團）有限公司）(the “Purchaser”) pursuant to which the Vendor has conditionally agreed to sell and the Purchaser has conditionally agreed to purchase the 26.76% interest of the 深圳市賽格中電彩色顯示器件 有限公司 pursuant to the terms and conditions of such Agreement and the transactions contemplated thereunder be and are hereby approved, ratified and confirmed and that the directors of the Company be and are hereby authorized on behalf of the Company to sign, seal, execute, perfect, deliver and do all such documents, agreements, deeds, acts, matters and things as they may in their discretion consider necessary, desirable or expedient for the purpose of or in connection with the implementation of such Agreement.

Dated this

day of Signature(s) [5]

Notes:–

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

2. Please insert the number of shares of HK$0.05 each registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate 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 MEETING WILL ACT AS YOUR PROXY. The proxy need not be a member of the Company but must attend the meeting in person to represent you.

4. IMPORTANT : IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE PLACE A “ ” IN THE RELEVANT BOX MARKED “FOR” IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE PLACE A “ ” IN THE RELEVANT BOX MARKED “AGAINST”. Failure to complete the boxes will entitle your proxy to cast his vote at his discretion. Your 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.

5. The 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. If more than one of the joint holders be present at the meting personally or by proxy, that one of the said persons so present whose name stands first on the register in respect of the relevant shares shall alone be entitled to vote in respect thereof.

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 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 or adjourned meeting (as the case may be).

8. Any alteration made in this form of proxy must be initialled by the person who signs it.