Snack Empire Holdings Limited — Proxy Solicitation & Information Statement 2006

Jun 19, 2006

SHANGHAI ZENDAI PROPERTY LIMITED 上海証大房地產有限公司[*] (Incorporated in Bermuda with limited liability) (Stock Code: 755)

NOTICE OF THE SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting of Shanghai Zendai Property Limited (the “Company”) will be held at Unit 6108, 61/F, The Center, 99 Queen’s Road Central, Hong Kong on 5 July, 2006 at 10:00 a.m. (or any adjournment thereof) for the purpose of considering and, if thought fit, passing, with or without modification, the following resolution as ordinary resolution of the Company:

ORDINARY RESOLUTION

“ THAT :

• (a) the agreement dated 26 May, 2006 (the “ Agreement ”, a copy of which has been produced to this meeting marked “A” and initialled by the chairman of the meeting for the purpose of identification) entered into between 上海証大投資發展有限公司 (Shanghai Zendai Investment Development Company Limited)* as vendor, and 上海証大置業有限公司 (Shanghai Zendai Real Estate Company Limited)* as purchaser in relation to acquisition of 51% interest in 上海証大三角洲置業有限公司 (Shanghai Zendai Delta Land Company Limited)* and the performance and implementation of the transactions contemplated thereunder be and are hereby confirmed, approved and ratified; and

• (b) the directors of the Company be and are hereby authroised to do all such acts and things and execute all such documents as they in their absolute discretion consider necessary or expedient to give effect to the Agreement and the implementation of all transactions contemplated thereunder.”

By Order of the Board of SHANGHAI ZENDAI PROPERTY LIMITED Dai Zhikang Chairman

Hong Kong, 19 June, 2006

Registered office: Canon’s Court 22 Victoria Street Hamilton HM 12 Bermuda

Principal place of business in Hong Kong: Unit 6108, The Center 99 Queen’s Road Central Hong Kong

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Notes:

1. Any member entitled to attend and vote at a meeting of the Company is entitled to appoint another person as his proxy to attend and, vote instead of him. A proxy need not be a member of the Company.

2. To be valid, a form of proxy and the power of attorney or other authority (if any) under which it is signed or a certified copy of that power of attorney or authority must be deposited at the Company’s branch share registrar in Hong Kong, Secretaries 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 meeting or any adjournment(s) thereof.

3. Where there are joint holders of a share of the Company, any one of such holders may vote at the meeting either personally or by proxy in respect of such share as if he was solely entitled thereto, but if more than one of such holders be present at the meeting personally or by proxy, that one of such holders so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.

As at the date of this announcement, the executive Directors are Mr. Dai Zhikang, Mr. Fang Bin, Mr. Zhang Wei, Mr. Lu Puling, Mr. Wang Xiangang Mr. Tang Jian, and Mr. Ye Wenbin. The independent nonexecutive Directors are Mr. Lo Mun Lam, Raymond, Mr. Lai Chik Fan and Dr. Tse Hiu Tung, Sheldon.

• For identification purpose only

“Please also refer to the published version of this announcement in The Standard”

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