Vision Values Holdings Ltd. — Proxy Solicitation & Information Statement 2006

Mar 7, 2006

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NEW WORLD MOBILE HOLDINGS LIMITED 新世界移動控股有限公司

(Incorporated in the Cayman Islands with limited liability) (Stock Code: 862)

NOTICE OF THE EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting of the members of New World Mobile Holdings Limited (the “Company”) will be held at The Four Seasons Ballroom, 2/F, New World Renaissance Hotel, 22 Salisbury Road, Tsimshatsui, Kowloon, Hong Kong on Friday, 24 March 2006 at 11:00 a.m. 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 entering into of the conditional merger agreement dated 8 December 2005 (the “Merger Agreement”), a copy of which has been produced to the meeting marked “A” and initialled by the Chairman of the meeting for the purpose of identification, between the Company, Telstra CSL Limited (“Telstra CSL”) and Telstra Holdings (Bermuda) No. 2 Limited, whereby Telstra CSL has agreed to allot and issue and the Company has agreed to procure Upper Start Holdings Limited, a wholly-owned subsidiary of the Company, to subscribe for new shares in Telstra CSL, which will represent 23.6% of the enlarged issued share capital of Telstra CSL upon completion of the Merger Agreement, in exchange for (i) the transfer of the entire interests of the Company in New World PCS Holdings Limited, a wholly-owned subsidiary of the Company and the holding company of New World PCS Limited, to Telstra CSL; and (ii) a cash payment of HK$244.024 million by the Company to Telstra CSL upon the terms and subject to the conditions therein contained, be and is hereby approved, confirmed and ratified and the transactions contemplated under the Merger Agreement be and are hereby approved; and

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• (b) any one director of the Company be and is hereby authorised to do all acts and things and execute all documents by hand or, in case of execution of documents under seal, to do so jointly with either the secretary or a second director of the Company or a person appointed by the board of directors of the Company, which in his or their opinion may be necessary, desirable or expedient to carry out or to give effect to any or all transactions contemplated under the Merger Agreement.”

By Order of the Board New World Mobile Holdings Limited Sien Yun Man Company Secretary

Hong Kong, 7 March 2006

Registered office: Principal place of business P.O. Box 309 in Hong Kong: Ugland House 17th Floor South Church Street Chevalier Commercial Centre George Town 8 Wang Hoi Road Grand Cayman Kowloon Bay Cayman Islands Kowloon British West Indies Hong Kong

Notes:

1. A member of the Company entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and, in the event of a poll, vote in his/her/its stead. In the case of a recognised clearing house, it may authorise such other person(s) as it thinks fit to act as its representative(s) at the meeting and vote in its stead. A proxy need not be a member of the Company.

2. A form of proxy for use at the meeting is enclosed. Whether or not you intend to attend the meeting in person, you are urged to complete and return the form of proxy in accordance with the instructions printed thereon.

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

4. Completion and return of the form of proxy shall not preclude a member of the Company from attending and voting in person at the meeting or any adjournment thereof or on the poll concerned and, in such event, the instrument appointing a proxy shall be deemed to have been revoked.

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1. Where there are joint holders of any 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 were solely entitled thereto, but if more than one of such holders are present at the meeting personally or by proxy, then the holder 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. Several executors or administrators of a deceased member in whose name any share stands shall for this purpose be deemed joint holders thereof.

As at the date of this announcement, the NWM Board comprises (i) executive directors: Dr. CHENG Kar-Shun, Henry, Mr. DOO Wai-Hoi, William, JP, Dr. WAI Fung-Man, Norman, Mr. TO Hin-Tsun, Gerald, Mr. CHOW Yu-Chun, Alexander, and; (ii) non-executive directors: Mr. LO LinShing, Simon and Mr. HO Hau-Chong, Norman; and (iii) independent non-executive directors: Mr. WEI Chi-Kuan, Kenny, Mr. KWONG Che-Keung, Gordon and Mr. HUI Chiu-Chung, JP.

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

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