Samsonite Group S.A. — Proxy Solicitation & Information Statement 2010

Jun 3, 2010

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action you should take, you should consult your licensed securities dealer or registered institution in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in China Star Investment Holdings Limited, you should at once hand this circular and the accompanying form of proxy to the purchaser or the transferee or to the bank manager, licensed securities dealer or registered institution in securities or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

CHINA STAR INVESTMENT HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 764)

PROPOSED CHANGE OF COMPANY NAME AND NOTICE OF SPECIAL GENERAL MEETING

A notice convening a special general meeting of China Star Investment Holdings Limited to be held at Unit 3408, Shun Tak Centre, West Tower, 168-200 Connaught Road Central, Hong Kong on Tuesday, 29 June 2010 at 4:15 p.m. is set out on pages 5 to 6 of this circular. A form of proxy for use at the special general meeting is enclosed with this circular.

Whether or not you are able to attend the special general meeting in person, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return the same to the Company's branch share registrar in Hong Kong, Tricor Standard Limited, at 26th Floor, Tesbury Centre, 28 Queen's Road East, Wanchai, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for the holding of the special general meeting or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting in person at the special general meeting or any adjournment thereof should you wish.

4 June 2010

---

CONTENTS

Page

Definitions 1

Letter from the Board 2

Notice of SGM 5

— i —

---

DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions have the following meanings:

"Board"
the board of Directors

"Change of Company Name"
the proposed change of the name of the Company from "China Star Investment Holdings Limited" to "Eternity Investment Limited" and, for identification purposes only, the adoption of the Chinese name "永恒策略投資有限公司" in replacement of "中國星投資有限公司"

"Company"
China Star Investment Holdings Limited, a company incorporated in Bermuda with limited liability and the issued Shares are listed on the Main Board of the Stock Exchange

"Directors"
the directors of the Company

"Hong Kong"
the Hong Kong Special Administrative Region of the People's Republic of China

"Listing Rules"
the Rules Governing the Listing of Securities on the Stock Exchange

"SGM"
the special general meeting of the Company to be convened and held on Tuesday, 29 June 2010 at 4:15 p.m. for the Shareholders to consider and approve the Change of Company Name

"Share(s)"
the ordinary share(s) of HK$0.01 each in the share capital of the Company

"Shareholders"
the holders of the Share(s)

"Stock Exchange"
The Stock Exchange of Hong Kong Limited

"HK$"
Hong Kong dollars, the lawful currency of Hong Kong

— 1 —

---

LETTER FROM THE BOARD

CHINA STAR INVESTMENT HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 764)

Executive Directors:
Mr. Lei Hong Wai (Chairman)
Mr. Chan Kin Wah, Billy

Independent non-executive Directors:
Mr. Tang Chak Lam, Gilbert
Mr. Hung Hing Man
Mr. Wan Shing Chi

Registered Office:
Clarendon House
2 Church Street
Hamilton HM 11
Bermuda

Head office and principal place of business
in Hong Kong:
Unit 3408
Shun Tak Centre
West Tower
168-200 Connaught Road Central
Hong Kong

4 June 2010

To the Shareholders

Dear Sir or Madam,

PROPOSED CHANGE OF COMPANY NAME

INTRODUCTION

On 1 June 2010, the Board announced that it proposed to change the name of the Company from “China Star Investment Holdings Limited” to “Eternity Investment Limited”. Conditional upon the change of name becoming effective, the new Chinese name “永恒策略投資有限公司” will be adopted to replace “中國星投資有限公司” for identification purpose only.

---

LETTER FROM THE BOARD

The purpose of this circular is to provide you with the information relating to the resolution to be proposed at the SGM for the Change of Company Name and to give you the notice convening the SGM.

Conditions

The Change of Company Name is subject to the satisfaction of the following conditions:

(a) the passing of a special resolution by the Shareholders at the SGM to approve the Change of Company Name; and
(b) the approval by the Registrar of Companies in Bermuda for the use of the proposed new English name by the Company.

The new English name of the Company will take effect from the date of entry of the same on the register maintained by the Registrar of Companies in Bermuda in place of the existing English name. The Company will then carry out all necessary filing procedures with the Registrar of Companies in Hong Kong.

Reasons for and effects of the Change of Company Name

The Board believes that the Change of Company Name would provide a new corporate image, which will benefit the future business development of the Group. Therefore, the Board considers that the Change of Company Name is in the interests of the Company and the Shareholders as a whole.

The Change of Company Name will not affect any rights of the Shareholders. The existing certificates in issue bearing the present name of the Company shall, after the Change of Company Name becoming effective, continue to be evidence of title to such securities and will continue to be valid for trading, settlement, and registration purposes. There will not be any arrangement for exchange of the existing share certificates. Once the Change of Company Name has become effective, new share certificates will be issued under the new name of the Company.

Further announcements will be made by the Company on the outcome of the SGM and the arrangement and timetable relating to the Change of Company Name and the trading and dealings in the securities of the Company on the Stock Exchange under the new name of the Company.

— 3 —

---

LETTER FROM THE BOARD

SGM

To the best of the Directors' knowledge, no Shareholder is required to abstain from voting at the SGM.

A notice convening the SGM to be held at Unit 3408, Shun Tak Centre, West Tower, 168-200 Connaught Road Central, Hong Kong on Tuesday, 29 June 2010 at 4:15 p.m. is set out on pages 5 to 6 of this circular. Whether or not you are able to attend the meeting in person, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return the same to the Company's branch share registrar in Hong Kong, Tricor Standard Limited, at 26th Floor, Tesbury Centre, 28 Queen's Road East, Wanchai, Hong Kong as soon as possible but in any event not later than 48 hours before the time appointed for the holding of the SGM or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting in person at the SGM or any adjournment thereof should you wish.

RESPONSIBILITY STATEMENT

This circular includes particulars given in compliance with the Listing Rules for the purpose of giving information with regard to the Group. The Directors collectively and individually accept full responsibility for the accuracy of the information contained in this circular and confirm, having made all reasonable enquiries, to the best of their knowledge and belief, there are no other facts the omission of which would make any statement herein misleading.

RECOMMENDATION

The Board considers that the Change of Company Name is in the interests of the Company and the Shareholders as a whole, and therefore recommends the Shareholders to vote in favour of the special resolution approving the Change of Company Name at the SGM.

Yours faithfully

For and on behalf of the Board of

China Star Investment Holdings Limited

Lei Hong Wai

Chairman

---

NOTICE OF SGM

CHINA STAR INVESTMENT HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 764)

NOTICE IS HEREBY GIVEN THAT a special general meeting of China Star Investment Holdings Limited (the "Company") will be held at Unit 3408, Shun Tak Centre, West Tower, 168-200 Connaught Road Central, Hong Kong on Tuesday, 29 June 2010 at 4:15 p.m. for the purpose of considering and, if thought fit, passing with or without amendments, the following special resolution:

SPECIAL RESOLUTION

“THAT subject to and conditional upon the approval of the Registrar of Companies in Bermuda being obtained, the name of the Company be changed from “China Star Investment Holdings Limited” to “Eternity Investment Limited” and upon the change of the Company’s name having become effective, the new Chinese name “永恒策略投资有限公司” will be adopted to replace “中國星投資有限公司” for identification purposes only and the directors of the Company be and are hereby authorised to do all such acts and things and execute all such documents they consider necessary and expedient to give effect to the aforesaid change of name of the Company.”

By Order of the Board

China Star Investment Holdings Limited

Lei Hong Wai

Chairman

Hong Kong, 4 June 2010

Registered office:
Clarendon House
2 Church Street
Hamilton HM 11
Bermuda

Head office and principal place of business in Hong Kong:
Unit 3408, Shun Tak Centre
West Tower
168-200 Connaught Road Central
Hong Kong

---

NOTICE OF SGM

Notes:

1. A form of proxy for use at the meeting is enclosed herewith.

2. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under its seal or under the hand of any officer, attorney or other person authorised to sign the same.

3. Any shareholder of the Company entitled to attend and vote at the meeting convened by the above notice shall be entitled to appoint one or if he is the holder of two or more shares, more than one proxy to attend and vote instead of him. A proxy need not be a shareholder of the Company.

4. In order to be valid, the 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 such power of attorney or authority, must be deposited at the Company's branch share registrar in Hong Kong, Tricor Standard Limited at 26th Floor, Tesbury Centre, 28 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding of the above meeting or any adjournment thereof.

5. Completion and return of the form of proxy will not preclude a shareholder of the Company from attending and voting in person at the meeting convened or at any adjourned meeting and in such event, the form of proxy will be deemed to be revoked.

6. Where there are joint holders of any share of the Company, any one of such joint holders may vote, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders are present at the meeting, the most senior shall alone be entitled to vote, whether in person or by proxy. For this purpose, seniority shall be determined by the order in which the names stand on the register of members of the Company in respect of the joint holding.

— 6 —