Xi’an Haitian Antenna Technologies Co., Ltd. — Proxy Solicitation & Information Statement 2006

Oct 3, 2006

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西安海天天㵟科技股份有限公司

XI’AN HAITIAN ANTENNA TECHNOLOGIES CO., LTD.[*]

(A joint stock limited company incorporated in the People’s Republic of China)

(Stock Code: 8227)

Form of proxy for the extraordinary general meeting to be held on 24 November 2006

I/We (Note 1)

of

being the registered holder(s) of (Note 2) H shares/domestic shares of RMB0.10 each in the capital of 西安海天天㵟科技股份有限公司 Xi’an Haitian Antenna Technologies Co., Ltd.* (the “Company”), HEREBY APPOINT (Note 3)

of

or failing him, the Chairman of the meeting as my/our proxy to act for me/us at the extraordinary general meeting (the “EGM”) (or at any adjournment thereof) of the Company to be held at the Conference Room of the Company, No. 36 Gao Xin Liu Road, Xi’an National Hi-tech Industrial Development Zone, Xi’an, Shaanxi Province, the People’s Republic of China on Friday, 24 November 2006 at 2:00 p.m. (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the said resolutions as hereunder indicated, or if no such indication is given, as my/our proxy thinks fit.

	ORDINARY RESOLUTIONS	For(Note 4)	Against(Note 4)
1.	To approve, confirm and/or ratify the TD-SCDMA TechnologyLicence Agreement (as defined in the circular of the Company tothe shareholders dated 3 October 2006 (the “Circular”).
2.	To approve, confirm and/or ratify the Manufacture Agreement (asdefined in the Circular) and the annual cap of RMB300 million foreach of the three financial year ending 31 December 2008.

Signature (Note 5)

Dated this day of 2006.

Notes:

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

2. Please insert the number and class of shares of RMB0.10 each registered in your name(s) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares 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 THE RESOLUTION, PLEASE TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK IN THE BOX MARKED “AGAINST”. Failure to complete the boxes will entitle your proxy to cast his vote at his discretion.

5. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be executed either under its common seal or under the hand of an officer or attorney duly authorised.

6. In the case of joint holders, any one of such holders may attend and vote at the EGM either personally or by proxy, but if more than one of such joint holders be present at the EGM personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of the joint holding shall alone be entitled to vote in respect thereof.

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 thereof, must be deposited by hand or post, for holders of H shares of the Company at the office of the Company’s H share registrar, Computershare Hong Kong Investor Services Limited, at Shop 1712-16, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong, and for holders of domestic shares of the Company to the registered office address of the Company not less than 24 hours before the time for holding the EGM.

8. The proxy need not be a member of the Company.

9. ANY ALTERATION MADE IN THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

• for identification purposes only