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Youzan Technology Limited Proxy Solicitation & Information Statement 2005

Apr 11, 2005

51261_rns_2005-04-11_4fd163db-f107-430a-997f-89322a2746ed.pdf

Proxy Solicitation & Information Statement

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SYSCAN Technology Holdings Limited 矽感科技控股有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 8083)

Form of Proxy

Form of proxy for use at the special general meeting (“SGM”) of SYSCAN Technology Holdings Limited (the “Company”) to be held at Function Room 1, Ground Floor, City Garden Hotel, 9 City Garden Road, North Point, Hong Kong on Wednesday, 4 May 2005 at 11:30 a.m.

I/We[1] of

being registered holder(s) of[2] the Company HEREBY APPOINT the Chairman of the SGM or[3]

shares of HK$0.01 each in the capital of of

as my/our proxy to attend and vote for me/us and on my/our behalf at the SGM (or at any adjournment thereof), to be held at Function Room 1, Ground Floor, City Garden Hotel, 9 City Garden Road, North Point, Hong Kong on Wednesday, 4 May 2005 at 11:30 a.m. for the purpose of considering and, if though fit, passing the resolutions set out in the notice convening the said SGM and at such meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as hereunder indicated and if no such indication is given, as my/our proxy thinks fit.

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----- Start of picture text ----- SPECIAL RESOLUTION For [4] Against [4]1. To approve the amendments to the Bye-Laws of the Company as statedin the notice of SGMORDINARY RESOLUTIONS For [4] Against [4]2. To grant a general mandate to the directors of the Company to issuenew shares in the Company3. To grant a general mandate to the directors of the Company to repurchaseshares in the Company4. To extend the general mandate to issue new shares by adding the numberof shares repurchased5. To refresh the scheme mandate limit under the share option schemeadopted by the Company on 26 April 2002 up to 10% of the shares inissue as at the date of the SGM----- End of picture text -----

Signature[5]

Dated

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . Only one of joint registered holders needs to sign (but see Note 7 below).

  2. Please insert the number of shares of the Company to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all those shares of the Company registered in your name(s).

  3. If any proxy other than the Chairman is preferred, strike out “the Chairman of the SGM” herein inserted and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK IN THE BOX MARKED “AGAINST”. Failure to complete any or all the boxes will entitle your proxy to cast his votes at his discretion.

  5. This form of proxy must be signed by you or your attorney duly authorized in writing or, if you are a corporation, must either be executed under seal or under the hand of an officer, attorney or other person duly authorised.

  6. 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 principal place of business and the head office of the Company at Unit 808, 8/F., K. Wah Centre, 191 Java Road, North Point, Hong Kong, not less than 48 hours before the time fixed for holding the SGM or any adjourned hereof.

  7. Where there are joint registered holders of any share of the Company, any one of such persons may vote at the SGM either personally or by proxy in respect of such share(s) of the Company as if he were solely entitled thereto, and if more than one of such joint registered holders be present at the SGM personally or by proxy, that one of the said persons so present whose name stands first on the Register of Members of the Company shall alone be entitled to vote.

  8. A member entitled to attend and vote at the SGM is entitled to appoint a proxy to attend and, on a poll, vote on his behalf. A member who is the holder of two or more shares may appoint more than one proxy to attend and vote on his behalf. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed. A proxy need not be a member of the Company but must attend the SGM in person to represent you.

  9. Completion and delivery of this form of proxy will not preclude you from attending and voting at the SGM if you so wish.

  • For identification purpose only