09:03     STOCKMARTNET<08123> - Announcement (1)                              

                                                                              
    Pursuant to Chapter 36 of the Rules Governing the                         
    Listing of Securities on the Growth Enterprise Market                     
    of The Stock Exchange of Hong Kong Limited (the "GEM                      
    Listing Rules"), the Securities and Futures                               
    Commission regulates Stockmartnet Holdings Ltd. (the                      
    "Company") in relation to the listing of its shares                       
    on The Stock Exchange of Hong Kong Limited. The                           
    Securities and Futures Commission 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.                                                     
                                                                              
    This announcement, for which the directors of the                         
    Company collectively and individually accept full                         
    responsibility, includes particulars given in                             
    compliance with the GEM Listing Rules 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 opinions 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.                                                           
                                                                              
    Stockmartnet Holdings Ltd.                                                
    (incorporated in the Cayman Islands with limited                          
    liability)                                                                
    (Stock Code: 8123)                                                        
                                                                              
    NOTICE OF EXTRAORDINARY GENERAL MEETING                                   
                                                                              
    NOTICE IS HEREBY GIVEN that an extraordinary general                      
    meeting of Stockmartnet Holdings Ltd. (the "Company")                     
    will be held on Friday, 1st April, 2005 at Rooms                          
    2501-03, Wing On Centre, 111 Connaught Road, Central,                     
    Hong Kong at 4:30 p.m. for the purpose of considering                     
    and, if thought fit, passing, with or without                             
    amendments, the following resolution which will be                        
    proposed as an ordinary resolution:                                       
                                                                              
    ORDINARY RESOLUTION                                                       
                                                                              
    "THAT the conditional subscription agreement (the                         
    "Subscription Agreement") dated 4th February, 2005                        
    entered into between the Company, Asia Network                            
    Holdings Limited (the "Subscriber"), Mr. Richard                          
    Yingneng Yin ("Mr. Yin") and Dr. Seah Chin Yew ("Dr.                      
    Seah") relating to, inter alia, (i) the subscription                      
    by the Subscriber of an aggregate of 1,000,000,000                        
    new ordinary shares of HK$0.01 each (the "Shares")                        
    in the issued share capital of the Company at an                          
    aggregate subscription price of HK$26,000,000                             
    (equivalent to HK$0.026 per new Share) and (ii) the                       
    granting of 130,000,000, 120,000,000 and 100,000,000                      
    new options (the "New Options") to the Subscriber,                        
    Mr. Yin and Dr. Seah respectively at an exercise price                    
    of HK$0.026 per New Option, a copy of which has been                      
    produced at the meeting and marked "A" and signed by                      
    the chairman of the meeting for identification, and                       
    the issue and allotment of new Shares pursuant to the                     
    Subscription Agreement and upon the exercise of the                       
    New Options be and are hereby approved, confirmed and                     
    ratified and that the directors of the Company be and                     
    are hereby authorised to take such steps