SmarTone Telecommunications Holdings Limited — Proxy Solicitation & Information Statement 2004

Oct 7, 2004

SMARTONE TELECOMMUNICATIONS HOLDINGS LIMITED 數碼通電訊集團有限公司 *

(Incorporated in Bermuda with limited liability)

Proxy Form for Annual General Meeting

I/We,

of

being the registered holder(s) of

shares[1] of HK$0.10 each in the capital of the

Company hereby appoint[2] of

or falling him the Chairman of the meeting as my/our proxy to vote and act for me/us at the Annual General Meeting (and at any adjournment thereof) of the Company to be held at World Trade Centre Club, 38th Floor, World Trade Centre, 280 Gloucester Road, Causeway Bay, Hong Kong on Friday, 12 November 2004 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the following Resolutions set out in the Notice convening the said Meeting:

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----- Start of picture text ----- Resolutions For [3] Against [3]1. To adopt the audited financial statements and the Reports ofthe Directors and Auditors for the year ended 30 June 2004.2. To approve the payment of final dividend.3. To re-elect Mr. Raymond Kwok Ping-luen as Director;to re-elect Mr. Patrick Chan Kai-lung as Director;to re-elect Mr. Eric Li Ka-cheung as Director;to re-elect Mr. Ng Leung-sing as Director;to re-elect Mr. Yang Xiang-dong as Director; andto authorise the Board of Directors to fix the fees ofDirectors.4. To re-appoint PricewaterhouseCoopers as Auditors of theCompany and to authorise the Board of Directors to fix theirremuneration.5. To give a general mandate to the Board of Directors to issueand dispose of additional shares in the Company notexceeding 20% of the nominal amount of the issued sharecapital.6. To give a general mandate to the Board of Directors torepurchase shares of the Company not exceeding 10% of thenominal amount of the issued share capital.7. To extend the general mandate granted to the Board ofDirectors to issue shares in the capital of the Company by thenumber of shares repurchased.8. To approve the amendments to the Company’s Bye-laws.Signed this day of Signature(s)----- End of picture text -----

Notes:

1. Please insert the number of shares of HK$0.10 each in 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 Company registered in your name(s).

2. If the name of the proxy is not inserted, the Chairman of the meeting shall be your proxy.

3. Please indicate with an “X” in the relevant box which way you wish your votes to be cast. If no indication is given, the proxy will vote or abstain at his discretion.

4. Corporations must execute this form under their common seal or by an officer or attorney duly authorised.

5. In order to be valid, a form of proxy must be returned to the Company’s Share Registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong, together with a power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power of attorney or authority, not less than 48 hours before the time appointed for holding the meeting.

6. In the case of joint holders the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s), and for this purpose seniority will be determined by the order in which the names stand in the register of members.

7. A proxy need not be a member of the Company.

8. Any alteration made to this form of proxy must be initialled by the person who signs it.

• For identification purpose only