SPT Energy Group Inc. — Proxy Solicitation & Information Statement 2004

Apr 27, 2004

WING SHAN INTERNATIONAL LIMITED 榮山國際有限公司

(Incorporated in Hong Kong with limited liability)

Form of Proxy for use at the Annual General Meeting convened at 10:00 a.m. on Friday, 21 May, 2004

I/We[(1)]

of

being the registered holder(s) of[(2)] shares of HK$0.10 each of the abovenamed Company hereby appoint[(3)] of

or failing him[(3)] of

or failing him, the Chairman of the meeting to act as my/our proxy at the Annual General Meeting (or at any adjournment thereof) of the Company to be held at Chater Room II, Function Room Level, The Ritz-Carlton, Hong Kong, 3 Connaught Road Central, Hong Kong on Friday, the 21st day of May, 2004 at 10:00 a.m. and, in the event of a poll, to vote on my/our behalf as directed below or, if no such indication is given, as my/our proxy thinks fit.

For[(4)] Against[(4)]

		For (4)	Against (4)
1.	To receive and consider the audited statement of accounts and the reports of the directors and auditors for theyear ended 31st December, 2003.
2.	To declare a final dividend.
3.	(a) To re-elect Mr. CHAN Che Kan, Edward as director.
	(b) To re-elect Mr. CHAN TingChuen, David as director.
	(c) To re-elect Mr. CHEUNG Kin Piu, Valiant as director.
	(d) Not to fill up the vacated office resulting from the retirement of Mr. LAM Siu Hungas director.
4.	To re-appoint auditors and authorize the Board of Directors to fix their remuneration.
5.	Togrant ageneral mandate to the Directors to repurchase shares.
6.	Togrant ageneral mandate to the Directors to issue shares.
7.	To extend the general mandate to issue shares by addition thereto the shares repurchased bythe Company.
8.	To approve the amendments to the Articles of Association of the Company.

Dated : ~~,~~ 2004 Signature[(5)] :

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

2. Please insert the number of shares of HK$0.10 each 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”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE PLACE A “ ” IN THE RELEVANT BOX MARKED “AGAINST”. Failure to complete either box 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 form of proxy 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 are 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 share(s) will alone be entitled to vote in respect of the relevant joint holding.

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 a notarially certified copy of such power or authority must be deposited at the registered office of the Company at Rooms 2801-2805, China Insurance Group Building, 141 Des Voeux Road Central, 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.