Planetree International Development Limited — AGM Information 2008

Apr 1, 2008

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YUGANG INTERNATIONAL LIMITED （渝港國際有限公司）*

(Incorporated in Bermuda with limited liability)

(Stock Code: 613)

FORM OF PROXY

for the annual general meeting to be held on 2 May 2008 (or any adjournment thereof)

I/We (1) of

being the registered holder(s) of (2) shares of HK$0.01 each (“Shares”) in the capital of Yugang International Limited (the “Company”) HEREBY APPOINT (3) the chairman of the annual general meeting, or of as my/our proxy/proxies to

attend, act and vote for me/us and on my/our behalf at the annual general meeting of the Company (and at any adjournment thereof) to be held at Salon I & II, Mezzanine Floor, Grand Hyatt Hong Kong, 1 Harbour Road, Wanchai, Hong Kong on Friday, 2 May 2008 at 11:00 a.m. and to vote in respect of the following resolutions as indicated and on any other business that may properly come before the annual general meeting:

ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	FOR (4)	AGAINST (4)
1.	To receive and consider the audited consolidated financial statements for the year ended 31 December 2007 and the reports of the directors and auditors thereon.
2.	To declare a final divided of HK$0.003 per Share in respect of the year ended 31 December 2007.
3.	(i) to re-elect Mr. Yuen Wing Shing, a retiring Director, as an Executive Director;
	(ii) to re-elect Mr. Liang Kang, a retiring Director, as an Executive Director;
	(iii) to re-elect Mr. Wong Yat Fai, a retiring Director, as an Non-Executive Director to hold office until the conclusion of the annual general meeting of the Company to be held in 2011, subject to his earlier offer for re-election;
	(iv) to elect Mr. Luk Yu King, James, as an Independent Non-Executive Director to hold office until the conclusion of the annual general meeting of the Company to be held in 2011, subject to his earlier offer for re-election;
	(v) to elect Mr. Leung Yu Ming, Steven, as an Independent Non-Executive Director to hold office until the conclusion of the annual general meeting of the Company to be held in 2011, subject to his earlier offer for re-election;
	(vi) To authorise the board of Directors to fix the remuneration of the Directors.
4.	To re-appoint Messrs. Ernst & Young as auditors of the Company and to authorise the board of Directors to fix their remuneration.
5.	To give a general mandate to Directors to issue or otherwise deal with unissued Shares up to a maximum of 20% of the issued share capital of the Company (“the General Mandate”) as set out in item 5 of the notice of annual general meeting.
6.	To give a general mandate to Directors to repurchase Shares (“the Repurchase Mandate”) as set out in item 6 of the notice of annual general meeting.
7.	To approve the addition to the General Mandate of an aggregate nominal amount of Shares representing the aggregate nominal amount of Shares repurchased by the Company under the Repurchase Mandate as set out in item 7 of the notice of annual general meeting.
8.	To approve the refreshment of share option scheme mandate limit as set out in item 8 of the notice of annual general meeting.

Dated Signature (5)(6)(7)(8)

• Notes: 1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint holders should be stated. 2. Please insert the number of Shares to which this form of proxy relates registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the Shares registered in your name(s).

• If any proxy other than the chairman of the meeting is preferred, please strike out “the chairman of the Meeting, or” and insert the name(s) and address(es) of the person(s) you wish to appoint in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. A proxy need not be a member of the Company.

• IMPORTANT: If you wish to vote for any resolution, please indicate with an “✓” in the appropriate space marked “For” beside the resolution. If you wish to vote against any resolution, please indicate with an “✓” in the appropriate space marked “Against” beside the resolution. In the absence of any such indication, the proxy will vote for or against the resolution or will abstain 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.

• In the case of joint shareholders, the vote of the senior who renders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of other joint holder(s) and for this purpose seniority shall be determined by the order in which the names stand in the Register of Members.

• The form of proxy must be signed by you or your attorney duly authorised in writing. In the case of a corporation, this form must be executed under seal or under the hand of an officer or attorney duly authorised.

• To be valid, this form of proxy must be deposited at the principal place of business of the Company in Hong Kong at Rooms 3301-3307, China Resources Building, 26 Harbour Road, Wanchai, Hong Kong as soon as possible and in any event no later than 48 hours before the time appointed for the holding of the annual general meeting or any adjournment thereof and, except in the case of a recognised clearing house, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof.

• Completion and delivery of the form of proxy will not preclude you from attending and voting in person at the meeting or any adjournment if you so wish.

• For identification purposes only.