Result of AGM

RNS Number:6050H
Vtech Holdings Limited
14 August 2006

VTech Holdings Limited

(Incorporated in Bermuda with limited liability)

ANNUAL GENERAL MEETING HELD ON 11TH AUGUST 2006 - POLL RESULTS

At the Annual General Meeting (the "AGM") of VTech Holdings Limited (the
"Company") held at Centenary II, G/F, The Marco Polo Hongkong Hotel, Harbour
City, 3 Canton Road, Tsimshatsui, Kowloon, Hong Kong on 11th August 2006 at 3:30
p.m. (Hong Kong time), a poll was demanded by the Chairman for voting on all
proposed resolutions, as set out in the notice of annual general meeting dated
10th July 2006.

We are pleased to announce that as the required majority votes was obtained,
each of the following resolutions was duly passed as ordinary resolution at the
AGM and the poll results are set out as follow:-

Resolutions No. of Votes (%)
For Against

1. To receive and consider the audited financial statements and the reports 171,786,515 0
of the directors and auditors for the year ended 31st March 2006. (100.00%) (0.00%)

2. To declare a final dividend of US26.0 cents per share for the year ended 31st 172,004,615 0
March 2006. (100.00%) (0.00%)

3. (a) To re-elect Mr. Allan WONG Chi Yun as director; 171,984,615 20,000
(99.99%) (0.01%)

(b) To re-elect Mr. Albert LEE Wai Kuen as director; 171,783,515 3,000
(100.00%) (0.00%)

4. To re-appoint KPMG as the auditors and to authorise the Board of Directors to 171,769,515 17,000
fix their remuneration. (99.99%) (0.01%)

5. To grant a general mandate to the Directors to repurchase shares representing up 171,987,615 17,000
to 10% of the issued share capital of the Company as at the date of this (99.99%) (0.01%)
resolution.

6. To grant a general mandate to the Directors to allot, issue and deal with 128,202,631 41,185,884
additional shares representing up to 10% of the issued share capital of the (75.69%) (24.31%)
Company as at the date of this resolution.

7. To extend the general mandate granted to the Directors to allot, issue and deal 171,274,515 512,000
with additional shares by the addition of such number of shares to be repurchased (99.70%) (0.30%)
by the Company.

As at the date of the AGM, the total number of issued shares in the Company was
238,985,133 shares, which was the total number of shares entitling the
shareholders to attend and vote for or against the resolutions at the AGM. There
is no restriction on any shareholders casting votes on any of the resolutions at
the AGM.

Computershare Hong Kong Investor Services Limited, the Share Registrars of the
Company in Hong Kong, acted as scrutineers for the purpose of vote-taking at the
AGM.

As at the date of this announcement, the Board of Directors of the Company
comprises Mr. Allan WONG Chi Yun (Chairman and Group Chief Executive Officer),
Mr. Albert LEE Wai Kuen (Deputy Chairman) and Mr. Raymond CH'IEN Kuo Fung, Mr.
William FUNG Kwok Lun, Mr. Michael TIEN Puk Sun and Mr. Patrick WANG Shui Chung,
all being independent non-executive directors.

By Order of the Board
VTech Holdings Limited
CHANG Yu Wai
Company Secretary

Hong Kong, 11th August 2006

Website: http://www.vtech.com

This information is provided by RNS
The company news service from the London Stock Exchange
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