Wisdomcome Group Holdings Ltd. — AGM Information 2002

Feb 11, 2002

The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

R A I N B O W C O S M E T I C

RAINBOW INTERNATIONAL HOLDINGS LIMITED 彩虹國際控股有限公司

(Incorporated in the Cayman Islands with limited liability)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT an extraordinary general meeting (the “Meeting”) of Rainbow International Holdings Limited (the “Company”) will be held at 1st Floor, 8 Kai Chiu Road, Causeway Bay, Hong Kong on 28th February, 2002 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the following resolution as an ordinary resolution of the Company:–

ORDINARY RESOLUTION

“THAT the Directors be and are hereby authorised to issue privilege cards of the Company (together “Privilege Cards” and each “Privilege Card”) to holders of issued shares (the “Shares”) of the Company with each holder of Shares (not being HKSCC Nominees Limited) whose name appears on, and who holds one or more board lot of Shares as shown on, the register of members of the Company at the close of business on 28th February 2002 (the “Record Date”) being entitled to one Privilege Card, which Privilege Cards shall be valid for one year commencing from 1st May 2002 and ending on 30th April 2003 and shall entitle the holders thereof to:–

• (a) purchase skin-care products of Nutriplus, Helvance and Bicosmetic which are available for sale at the cosmetics retail outlets of the Company and its subsidiaries (collectively, the “Retail Outlets”) at a discount of forty (40) per cent. to their original retail prices (disregarding any discount offered to the public) quoted to the public at the Retail Outlets; and

• (b) purchase items or products available for sale at the Retail Outlets, other than those described in (a) above and fixed price or promotional items, at a discount of ten (10) per cent. to their regular discounted retail prices or (if no regular discounts are offered to the relevant items or products) their original retail prices (in each case, for the avoidance of doubt, disregarding any special discount offered to the public during any special promotional or sales event) quoted to the public at the Retail Outlets,

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for non-commercial use but whose use shall be subject to such terms and conditions as the Directors shall from time to time determine, and THAT the Directors be and are hereby authorised to take all such actions and steps as are necessary and expedient to give effect to the issue of the Privilege Cards including without limitation determining the logistic arrangement for the issue and delivery of, and the terms and conditions governing the use of, the Privilege Cards.”

On behalf of the Board LI NGAR KWAN ALDY Chairperson

Hong Kong, 11th February, 2002

Notes:

• (1) A member of the Company entitled to attend and vote at the Meeting convened by the above notice is entitled to appoint one or more proxies to attend and on a poll vote on his behalf. A proxy need not be a member of the Company.

• (2) In order to be valid, the form of proxy together with a power of attorney or other authority (if any), under which it so signed, or a notarially certified copy of such power or authority must be deposited with the branch share registrar of the Company in Hong Kong, Standard Registrars Limited, 5th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong, in accordance with the instructions printed thereon not less than 48 hours before the time appointed for holding the Meeting or any adjournment thereof. The completion and returning of the form of proxy will not preclude the members of the Company from attending and voting in person should they so wish.

This announcement, for which the directors of the Company collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the Growth Enterprises Market of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the Company. The directors of the Company, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief : (1) the information contained in this announcement is accurate and complete in all material respects and not misleading; (2) there are no other matters the omission of which would make any statement in this announcement misleading; and (3) all opinion expressed in this announcement have been arrived at after due and careful consideration and are founded on bases and assumptions that are fair and reasonable.

This announcement will appear on the GEM website at www.hkgem.com on the “Latest Company Announcements” page for at least 7 days from the day of its posting thereon.

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