Ulferts International Limited — Proxy Solicitation & Information Statement 2006

Dec 27, 2006

首長四方（集團）有限公司[*] SHOUGANG CONCORD GRAND (GROUP) LIMITED

(Incorporated in Bermuda with limited liability)

(Stock code: 730)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting of Shougang Concord Grand (Group) Limited (the “ Company ”) will be held on 12 January 2007 at 11:00 a.m. at JW Marriott Ballroom, Level 3, JW Marriott Hotel Hong Kong, Pacific Place, 88 Queensway, Hong Kong for the purpose of considering, and, if thought fit, passing the following resolutions as ordinary resolutions of the Company:

ORDINARY RESOLUTIONS

1. “ THAT

• (a) the agreement (the “ Agreement ”) dated 1 December 2006 entered into between Grand Award Limited (“ Grand Award ”), a wholly-owned subsidiary of the Company as vendor, China Beijing Shougang Hotel Development Company and Strength Up Investments Limited (collectively the “ Purchasers ”) as purchasers, and Shougang Holding (Hong Kong) Limited as guarantor, pursuant to which Grand Award has conditionally agreed to sell, and the Purchasers have conditionally agreed to purchase the 44.0% equity interest in the registered capital of Beijing Dongzhimen International Apartment Co., Limited held by Grand Award (a copy of which is produced at this meeting and marked “A” and signed by the chairman of this meeting for the purpose of identification) and the transactions contemplated thereunder be and are hereby approved; and

• (b) the board of directors of the Company (the “ Board ”) be and is authorised to do all such things and execute all such documents in its absolute discretion as it deems fit or appropriate to give effect to the Agreement and the implementation of all transactions contemplated thereunder.”

(2) “ THAT

• (a) the subscription agreement (the “ GDC Subscription Agreement ”) dated 1 December 2006 entered into between Global Digital Creations Holdings Limited (“ GDC ”), a non-wholly owned subsidiary of the Company as issuer and Great Horizon International Limited (the “ GDC Subscriber ”) as subscriber, pursuant to which GDC has conditionally agreed to issue and allot to the GDC Subscriber, and the GDC Subscriber has conditionally agreed to subscribe for 40,000,000 new shares (the “ GDC Subscription Share(s) ”) of HK$0.01 each in the capital of GDC at a price of HK$0.2436 per GDC Subscription Share (a copy of which is produced at this meeting and marked “B” and signed by the chairman of this meeting for the purpose of identification) and the transactions contemplated thereunder be and are hereby approved; and

• (b) the Board be and is hereby authorised to do all such things and execute all such documents in its absolute discretion as it deems fit or appropriate to give effect to the GDC Subscription Agreement and the implementation of all transactions contemplated thereunder.”

(3) “ THAT

• (a) the subscription agreement (the “ GDC Tech Subscription Agreement ”) dated 1 December 2006 entered into between GDC Technology Limited (“ GDC Tech ”), an indirect non-wholly owned subsidiary of the Company as issuer and Greater Appeal Investments Limited (the “ GDC Tech Subscriber ”) as subscriber, pursuant to which GDC Tech has conditionally agreed to issue and allot to the GDC Tech Subscriber, and the GDC Tech Subscriber has conditionally agreed to subscribe for 52,383,580 new shares of HK$0.10 each in the capital of GDC Tech for an aggregate consideration of approximately US$6.5 million (a copy of which is produced at this meeting and marked “C” and signed by the chairman of this meeting for the purpose of identification) and the transactions contemplated thereunder be and are hereby approved; and

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• (b) the Board be and is hereby authorised to do all such things and execute all such documents in its absolute discretion as it deems fit or appropriate to give effect to the GDC Tech Subscription Agreement and the implementation of all transactions contemplated thereunder.”

By Order of the Board of SHOUGANG CONCORD GRAND (GROUP) LIMITED Cao Zhong

Vice Chairman and Managing Director

Hong Kong, 27 December 2006

• Note: In order to be valid, the instrument appointing a proxy and the 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 delivered to the office of Tengis Limited, the Company’s branch share registrars and transfer office in Hong Kong at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the meeting or adjourned meeting thereof (as the case may be).

As at the date of this announcement, the board of the Company comprises Mr. Wang Qinghai (Chairman), Mr. Cao Zhong (Vice Chairman and Managing Director), Mr. Chen Zheng (Managing Director of Operations), Mr. Wang Tian (Deputy Managing Director), Ms. Cheng Xiaoyu (Deputy Managing Director), Mr. Yuan Wenxin (Deputy Managing Director), Mr. Leung Shun Sang, Tony (Non-executive Director), Mr. Liu Wei (Non-executive Director), Mr. Tam King Ching, Kenny (Independent Non-executive Director) and Ms. Zhou Jianhong (Independent Non-executive Director).

• For identification purpose only

Please also refer to the published version of this announcement in South China Morning Post - Classified.

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