Oriental Explorer Holdings Limited — Proxy Solicitation & Information Statement 2004

Sep 15, 2004

QPL INTERNATIONAL HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

Stock Code: 243

FORM OF PROXY ANNUAL GENERAL MEETING – MONDAY, 11TH OCTOBER, 2004

I/We[1]

(Name) of

(Address) being (a) Member(s) of QPL International Holdings Limited (the “Company”), hereby appoint[2] the duly appointed Chairman of the Meeting or failing him or failing him as my/our proxy to vote on my/our behalf at the Annual General Meeting of the Company to be held at Function Rooms IV and V, Basement 2, Hotel Miramar Hong Kong, 118-130 Nathan Road, Tsim Sha Tsui, Kowloon, Hong Kong on Monday, 11th October, 2004 at 4:00 p.m. and at any adjournment thereof (the “Meeting”). The proxy will vote on the resolutions as set out in the notice convening the Meeting as directed below:

		ERN(InGENER	ATIcorporaAL M	ONted inStFOREETI(Nam(	ONted inStFOREETI(Nam(	ALBermudock CoM OFNG –e) of	HOLDINGS LIMITEDa with limited liability)de: 243PROXYMONDAY, 11TH OCTOBER, 2004	HOLDINGS LIMITEDa with limited liability)de: 243PROXYMONDAY, 11TH OCTOBER, 2004	HOLDINGS LIMITEDa with limited liability)de: 243PROXYMONDAY, 11TH OCTOBER, 2004
					(	Addre	ss) being (a) Member(s) of QPL International Holdings
		hereby a	ppoinoAnnuang Kom. andonven	t2ther failil Geneng, 11at aning the		dulyng hiral M8-130y adjoMeet	appointed Chairman of the Meeting or failing himmas my/oureeting of the Company to be held at Function Rooms IVNathan Road, Tsim Sha Tsui, Kowloon, Hong Kong onurnment thereof (the “Meeting”). The proxy will vote oning as directed below:
		alf at theiramar Hoat 4:00 p.he notice c
								For3	Against3
1.	To receive and consithe Directors for ththereon.	der the aue year end	dited Fed 30t	inancih Apri		al Statl 2004	ements and the Report ofand the Auditors report
2.	To authorise the boremuneration.	ard of dire	ctors	of the		Comp	any to fix the directors’
3.	To appoint Auditorsthe board of director	for the yes of the C	ar endompan	ing 30y to fi		th Aprx their	il, 2005 and to authoriseremuneration.
	O	RDINAR	Y RES	OLUT		IONS
4.	(A)To give a geshares of the	neral manCompany.	date to	the d		irecto	rs to issue new ordinary
	(B)To give a geshares of the	neral manCompany.	date to	the di		rector	s to repurchase ordinary
	(C)To extend the general mandate to the directors to issue new ordinaryshares of the Company following the repurchase of ordinary sharesof the Company by the Company.	general m	andate	to the		direct	ors to issue new ordinary
	SPECIAL RESOLUTION
5.	To approve alterations to the bye-laws of the Company.
								Number of ordinaryshares of the Company towhich this proxy relates4

NOTES:

1. Please insert full name(s) and addresses in BLOCK CAPITALS. 2. If any proxy other than the Chairman of the Meeting is preferred, strike out the relevant reference and insert the name and address of the proxy desired in the space provided. A member may appoint one or more proxies to attend and vote in his stead. A proxy need not be a member of the Company. ANY ALTERATION MADE TO THIS FORM MUST BE DULY INITIALLED.

2. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK THE BOX MARKED “AGAINST”. Failure to tick either box will entitle your proxy to cast your vote or abstain at his discretion on the relevant resolution. 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.

3. Please insert the number of shares to which this proxy relates in the space provided. If a number is inserted, this form of proxy will be deemed to relate only to those shares. If no number is inserted, this form will be deemed to relate to all the shares in the Company which are registered in your name (whether alone or jointly with others).

4. This form must be signed under the hand of the appointor or of his attorney duly authorised in writing, or if the appointor is a corporation, either under seal or under the hand of an officer or attorney duly authorised.

5. In case of joint holders, this form must be signed by the member whose name stands first on the Register of Members in respect of the joint holding.

6. The Company shall be entitled to reject this form of proxy if it is incomplete, or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in this form of proxy.

7. To be valid this form of proxy (duly signed and completed) together with any power of attorney of other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the Company’s principal place of business in Hong Kong at 2nd floor, QPL Industrial Building, 138 Texaco Road, Tsuen Wan, New Territories, Hong Kong not less than 48 hours before the time of the Meeting or any adjourned meeting (as the case may be).

8. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting should you so wish. If you attend and vote at the Meeting, the authority of your proxy will be automatically revoked.