Notice of Annual General Meeting

Hong Kong Ferry (Holdings) Co. Ltd.

65

Notes:-

1.

The register of members will be closed from Tuesday, 25 April 2000 to Friday, 28 April 2000, both days inclusive during which period no transfer of shares will be registered. In order to qualify for the final dividend, all transfers accompanied by the relevant share certificates and transfer forms must be lodged with the Company's Registrars, Standard Registrars Limited at 5th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong not later that 4:00 p.m. on Thursday, 20 April 2000.

2. A member entitled to attend and vote at the meeting is entitled to appoint proxies to attend and, on a poll,

vote for him. A proxy need not be a member of the Company. Proxy forms together with the power of

attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy of that power of attorney or authority must be deposited with the Company's Registrars, Standard Registrars Limited at 5th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof.

3. With respect to items (5) and (6) above, the Directors wish to state that they have no immediate plans to

issue any new shares of the Company or to repurchase any existing shares of the Company.

4.

An explanatory statement containing further details regarding items (5) to (7) above will be sent to members together with the 1999 Annual Report.

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