Shanghai Able Digital Science&Tech Co., Ltd. — Proxy Solicitation & Information Statement 2005

Apr 29, 2005

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(incorporated in Bermuda with limited liability)

(Stock Code: 1205)

Form of proxy for use at the Annual General Meeting to be held on Tuesday, 28 June 2005 at 3:00 p.m.

I/We_(note 1_	I/We_(note 1_	)	)	of	of
being the registered holder(s) of_(note 2)_shares of HK$0.05 each in the capital of CITIC RESOURCES HOLDINGS LIMITED (“the Company”) hereby appoint (note 3)
ofor
	failing him		,of

or failing him, the Chairman of the meeting to act as my/our proxy to attend and vote for me/us at the Annual General Meeting of the Company to be held at Pacific Place Conference Centre, Tien Room, Level 5, One Pacific Place, 88 Queensway, Hong Kong on Tuesday, 28 June 2005 at 3:00 p.m. (and at any adjournment thereof) as directed below or, if no such indication is given, as my/our proxy thinks fit.

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----- Start of picture text ----- FOR AGAINSTRESOLUTIONS(note 4) (note 4)1. To receive and consider the audited financial statements and the Reports of theDirectors and the Auditors for the year ended 31 December 20042. (a) To re-elect Mr. Kwok Viem, Peter as Director(b) To re-elect Mr. Qiu Yiyong as Director(c) To re-elect Mr. Zhang Jijing as Director(d) To re-elect Mr. Chan Mo Po, Paul as Director(e) To authorise the Directors to fix the remuneration3. To re-appoint auditors and authorize the Directors to fix their remuneration4A. To give a general mandate to the Directors to repurchase shares of the Company4B. To give a general mandate to the Directors to issue new shares of the Company4C. To extend the general mandate to be given to the Directors to issue shares5. To approve the amendment to the existing Bye-laws of the Company----- End of picture text -----

Dated: 2005 Shareholder’s signature [(note 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 of the Company registered in your name(s); if no number is inserted, this form of proxy will be deemed to relate to all the shares in the capital 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.

4. IMPORTANT : IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE PLACE A “ ” IN THE RELEVANT BOX MARKED “FOR” BESIDE THE APPROPRIATE RESOLUTION, IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE PLACE A “ ” IN THE RELEVANT BOX MARKED “AGAINST” BESIDE THE APPROPRIATE RESOLUTION. 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. This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, this proxy form must be under its common seal or under the hand of an officer or attorney duly authorized.

6. If more than one of the joint holders be present at the meeting personally or by proxy, that one of the said persons whose name stands first on the register of members in respect of the relevant shares will alone be entitled to vote in respect of them.

7. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or notarially certified copy of such power or authority must be deposited at the head office and principal place of business of the Company at Suites 3001-3006, 30/F, One Pacific Place, 88 Queensway, Hong Kong not less than 48 hours before the time for holding the meeting or any adjournment thereof.

8. A proxy need not be a member of the Company, but must attend the meeting in person to represent you.

9. Any alterations made in this form should be initialled by the person who signs it.