Paliburg Holdings Limited — Proxy Solicitation & Information Statement 2004

Jun 30, 2004

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(Stock Code: 78)

FORM OF PROXY FOR SPECIAL GENERAL MEETING

TO BE HELD ON 19TH JULY, 2004

1No. of ordinary shares to which this Proxy relates

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I/We[2]

of

shareholder(s) of REGAL HOTELS INTERNATIONAL HOLDINGS LIMITED (the “Company”) hereby appoint[3] the Chairman of the Meeting or

of

as my/our proxy to attend, act and vote for me/us and on my/our behalf at the Meeting of the Company to be held at Regal Hongkong Hotel, 88 Yee Wo Street, Causeway Bay, Hong Kong on Monday, 19th July, 2004 at 11:00 a.m. and at any adjournment thereof on the Ordinary Resolutions referred to in the Notice convening the Meeting (with or without modifications) as indicated below:

	ORDINARY RESOLUTIONSFor4Against41.To approve the issue of the Bonds5 and any Regal Shares5which may fall to be issued upon conversion of the Bonds5.2.To approve the bonus issue of the Warrants5 and any RegalShares5 which may fall to be issued upon exercise of theWarrants5.3.To approve the increase in the authorised share capital of theCompany.4.To approve the granting of a general mandate to the directorsof the Company to repurchase the Warrants5.	ORDINARY RESOLUTIONSFor4Against41.To approve the issue of the Bonds5 and any Regal Shares5which may fall to be issued upon conversion of the Bonds5.2.To approve the bonus issue of the Warrants5 and any RegalShares5 which may fall to be issued upon exercise of theWarrants5.3.To approve the increase in the authorised share capital of theCompany.4.To approve the granting of a general mandate to the directorsof the Company to repurchase the Warrants5.	ORDINARY RESOLUTIONSFor4Against41.To approve the issue of the Bonds5 and any Regal Shares5which may fall to be issued upon conversion of the Bonds5.2.To approve the bonus issue of the Warrants5 and any RegalShares5 which may fall to be issued upon exercise of theWarrants5.3.To approve the increase in the authorised share capital of theCompany.4.To approve the granting of a general mandate to the directorsof the Company to repurchase the Warrants5.
		Warrants5.
	3.	To approve the increase in the authorised share capital of theCompany.
	4.	To approve the granting of a general mandate to the directorsof the Company to repurchase the Warrants5.

Dated this day of 2004. Signature[6]

NOTES:

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

2. Please insert full name(s) and address(es) in BLOCK CAPITALS .

3. 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 OF PROXY MUST BE DULY INITIALLED .

4. IMPORTANT: IF YOU WISH TO VOTE FOR OR AGAINST THE RESOLUTIONS, PLEASE PLACE AN “X” IN THE APPROPRIATE BOX . If you do not indicate how you wish your proxy to vote, your proxy will exercise his discretion whether to vote for or against the Resolutions or to abstain from voting. Your proxy will be entitled to vote at his discretion on any resolutions properly put to the Meeting other than those referred to in the Notice convening the Meeting.

5. These terms are defined in the Notice convening the Meeting.

6. This form of proxy 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.

7. If two or more persons are jointly entitled to an ordinary share and are present at the Meeting, only the joint holder whose name stands first in the register of members of the Company in respect of the joint holding is entitled to vote at the Meeting.

8. 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 with the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at Rooms 1901-5, 19th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the Meeting.