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Detail - AV Concept Holdings Limited

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NOTICE OF EXTRAORDINARY GENERAL MEETING<br />

(ii) (if the directors of the Company are so authorised by a separate ordinary<br />

resolution of the shareholders of the Company) the aggregate nominal amount<br />

of any share capital of the Company purchased by the Company subsequent<br />

to the passing of this resolution (up to a maximum equivalent to 10 per<br />

cent. of the aggregate nominal amount of the share capital of the Company<br />

in issue on the date of the passing of this resolution),<br />

and the authority pursuant to paragraph (a) of this resolution shall be limited<br />

accordingly;<br />

(d) subject to the passing of each of the paragraphs (a), (b) and (c) of this resolution,<br />

any prior approvals of the kind referred to in paragraphs (a), (b) and (c) of this<br />

resolution which had been granted to the directors of the Company and which are<br />

still in effect be and are hereby revoked (without prejudice to any valid exercise<br />

of such general mandate prior to the passing of this resolution); and<br />

(e) for the purposes of this resolution:<br />

Hong Kong, 10 January 2011<br />

“Relevant Period” means the period from the date of the passing of this resolution<br />

until whichever is the earlier of:<br />

(i) the conclusion of the next annual general meeting of the Company;<br />

(ii) the expiration of the period within which the next annual general meeting<br />

of the Company is required by the articles of association of the Company<br />

or any applicable laws of the Cayman Islands to be held; or<br />

(iii) the revocation or variation of the authority given under this resolution<br />

by ordinary resolution of the shareholders of the Company in general<br />

meetings;<br />

“Rights Issue” means an offer of Shares, or offer or issue of warrants, options<br />

or other securities giving rights to subscribe for Shares open for a period fixed<br />

by the directors of the Company to holders of Shares whose names appear on<br />

the Company’s register of members on a fixed record date in proportion to their<br />

then holdings of Shares (subject to such exclusion or other arrangements as the<br />

directors of the Company may deem necessary or expedient in relation to fractional<br />

entitlements, or having regard to any restrictions or obligations under the laws of, or<br />

the requirements of, or the expense or delay which may be involved in determining<br />

the existence or extent of any restrictions or obligations under the laws of, or the<br />

requirements of, any recognised regulatory body or any stock exchange in any<br />

territory outside Hong Kong).”<br />

- 18 -<br />

By order of the Board of<br />

<strong>AV</strong> CONCEPT HOLDINGS LIMITED<br />

So Yuk Kwan<br />

Chairman

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