Corporate Governance Comments:

This company earns our corporate governance rating of "C" What it terms an election of directors is, in reality, a ratification of a single slate. The slate is chosen by incumbent directors and management. Such a voting process fails to provide shareholders with meaningful choices, when true elections have been found throughout the non-corporate world (e.g., Federal, state and local governments, and educational institutions) to produce successful results.

Resolutions:

• Resolution 1 - "Financial Statements and Reports of the Directors and Auditors": To receive and consider the financial statements for the year ended December 2003 and the Reports of the Directors and the Auditors.
• Resolution 2 - "Declaration of Final Dividend": To declare a final dividend of HK$0.20 per share for the year ended December 31, 2003.
• Resolution 3 - "Election of Directors": To elect five directors who will retire by rotation at the forthcoming annual general meeting and offer themselves for re-election.
• Resolution 4 - "Re-appointment of Auditors and to Fix their Remuneration": To re-appoint KPMG as Auditors and authorise the Directors to fix their remuneration.
• Resolution 5 - "Approval of the Director's Fee": To approve the director's fee for each Director for financial year 2004.
• Resolution 6 - "Authorization Granted to the Board of Directors to Repurchase Shares of the Company": To approve the authorization granted to the Board of Directors to repurchase shares of the Company.
• Resolution 7 - "Delegation of Power to the Board of Directors to Allot and Issue Additional Shares in the Company": To approve the delegation of power to the Board of Directors to allot and issue additional shares in the Company.
• Resolution 8 - "Authorization to be Granted to the Board of Directors to Use the Delegation in Resolution 7": To approve the authorization to be granted to the Board of Directors to exercise the powers of the Company referred to in resolution 7.
• Resolution 9 - "Amendments to the Company's Articles of Association": To approve the amendments to Articles 2, 75 & 78A, 97 & 103, 100 and 108 & 2 of the Company's Articles of Association.

Recommendations:

We recommend that clients holdings shares of CHINA MOBILE (HONG KONG) LIMITED vote:

Resolution	Egan-Jones Recommendation	Management Recommendation
Resolution 1 - "Financial Statements and Reports of the Directors and Auditors":	FOR	FOR
Resolution 2 - "Declaration of Final Dividend":	FOR	FOR
Resolution 3 - "Election of Directors":	FOR ALL	FOR
Resolution 4 - "Re-appointment of Auditors and to Fix their Remuneration":	FOR	FOR
Resolution 5 - "Approval of the Director's Fee":	FOR	FOR
Resolution 6 - "Authorization Granted to the Board of Directors to Repurchase Shares of the Company":	FOR	FOR
Resolution 7 - "Delegation of Power to the Board of Directors to Allot and Issue Additional Shares in the Company":	AGAINST	FOR
Resolution 8 - "Authorization to be Granted to the Board of Directors to Use the Delegation in Resolution 7":	FOR	FOR
Resolution 9 - "Amendments to the Company's Articles of Association":	FOR	FOR

Considerations and Recommendations:

Egan-Jones' review centered on the Proposals in the context of maximizing shareholder value, based on publicly available information.

• Resolution 1 - "Financial Statements and Reports of the Directors and Auditors":

  The shareholders are being asked to receive and consider the financial statements for the year ended December 2003 and the Reports of the Directors and the Auditors. We recommend a vote "FOR" this Resolution.

• Resolution 2 - "Declaration of Final Dividend":

  The shareholders are being asked to declare a final dividend of HK$0.20 per share for the year ended December 31, 2003. The Board recommends payment of a final dividend of HK$ 0.20 per share for the financial year ended December 31, 2003. This, together with the interim dividend of HK$0.16 per share already paid during 2003, amounts to an aggregate dividend payment of HK$0.36 per share for the full financial year, representing an increase of 12.5 per cent over the annual dividend of HK$0.32 per share for the financial year 2002 and a dividend payout ratio of 21 per cent. We recommend a vote "FOR" this Resolution.

• Resolution 3 - "Election of Directors":

  There is a single slate of nominees, the nominees appear qualified, and we recommend a vote "FOR" this Proposal. However, see our corporate governance comments above. We believe that in the future, a shareholder proposal should be put forward which provides for a meaningful election of directors (e.g. multiple nominees for each seat).

  We note, however, the independence of the Audit and Remuneration committees of the Board comprised solely of Independent outside directors. Also, we note that proper disclosure of Board attendance both in Board and committee meetings during fiscal year 2003 was not presented in this years proxy statement. We prefer that proper disclosure of attendance be presented by the Company for sound corporate governance practice. In the future, we recommend that clients withhold votes from Insider Wang Xiaochu, Chairman of the Board and CEO of the Company, member of the Nominating Committee and Dr. Lo Ka Shui who serves on 5 other directorships. We believe that there is an inherent potential conflict in having the CEO or former CEO serves as the Chairman of the Board. Consequently, we prefer that companies separate the roles of the Chairman and CEO and that the Chairman be independent to further ensure board independence and accountability. Moreover, we believe that key Board committee be comprised solely of Independent outside directors for sound corporate governance practice. Furthermore, we prefer that director’s serve only at most 3 other directorships to ensure the effective and prudent exercise of their fiduciary duties as directors.

  We also note the presence of a classified board of directors. Staggered terms for directors increase the difficulty for shareholders of making fundamental changes to the composition and behavior of a board. We prefer that the entire board of a company be elected annually to provide appropriate responsiveness to shareholders.

• Resolution 4 - "Re-appointment of Auditors and to Fix their Remuneration":

  KPMG has served as independent auditors for China Mobile Hong Kong Limited, and we have seen no evidence that its integrity, independence or professionalism is in question. We recommend a vote "FOR" this Resolution.

  We note, however, that disclosure of the auditor fees for fiscal year 2003 was not properly presented by the Company. We prefer that proper disclosure of auditors' fees be presented by the Company for sound corporate governance practice.

• Resolution 5 - "Approval of the Director's Fee":

  The shareholders are being asked to approve the director's fee for each Director for financial year 2004 which shall be fixed at the sum of HK$180,000. The director's fee will be payable on a pro-rata basis for any non full year's service. We recommend a vote "FOR" this Resolution.

• Resolution 6 - "Authorization Granted to the Board of Directors to Repurchase Shares of the Company":

  The shareholders are being asked to approve the authorization granted to the Board of Directors to repurchase shares of the Company. The directors are given all the powers of the Company to purchase shares of HK$0.10 each in the capital of the Company including any form of depository receipt representing the right to receive such shares. The aggregate nominal amount of Shares which may be purchased on The Stock Exchange of Hong Kong Limited or any other stock exchange on which securities of the Company may be listed and which is recognised for this purpose by the Securities and Futures Commission of Hong Kong and The Stock Exchange of Hong Kong Limited shall not exceed or represent more than 10 per cent of the aggregate nominal amount of the share capital of the Company. This authorization shall be valid until the conclusion of the next annual general meeting of the Company. We recommend a vote "FOR" this Resolution.

• Resolution 7 - "Delegation of Power to the Board of Directors to Allot and Issue Additional Shares in the Company":

  The shareholders are being asked to approve the delegation of power to the Board of Directors to allot, issue and deal additional shares in the Company including the making and granting of offers, agreements and options which might require shares to be alloted, whether during the continuance of such mandate or after. The aggregate nominal amount of the shares allotted shall not exceed the aggregate of: (i) 20 per cent of the aggregate nominal amount of the issued and outstanding share capital of the Company as of the date of passing this resolution, plus (ii) the nominal amount of the share capital of the Company repurchased by the Company subsequent to the passing of this resolution. Such mandate will expire at the conclusion of the next annual general meeting of the Company. However, we believe that the proposed maximum aggregate nominal allotment of 20 per cent will potentially have an excessively dilutive effect. We recommend a vote "AGAINST" this Resolution.

• Resolution 8 - "Authorization to be Granted to the Board of Directors to Use the Delegation in Resolution 7":

  The shareholders are being asked to approve the authorization to be granted to the Board of Directors to exercise the powers of the Company referred to in resolution 7. Such mandate is being presented in a separate ordinary resolution wherein the aggregate nominal amount of the shares allotted shall not exceed the aggregate nominal amount of the share capital repurchased by the Company which is limited to a maximum equivalent of 10 per cent of the issued and outstanding aggregate nominal amount of the share capital of the Company at the date of passing of this resolution. Similar to resolution 7, such mandate will expire at the conclusion of the next annual general meeting of the Company. We recommend a vote "FOR" this Resolution.

• Resolution 9 - "Amendments to the Company's Articles of Association":

  The shareholders are being asked to approve the amendments to Articles 2, 75 & 78A, 97 & 103, 100 and 108 & 2 of the Company's Articles of Association. The Company's Articles of Association will be amended which includes the following: (i) Article 2, to reflect the change in the reference to the Securities and Futures Ordinance (the "SFO"); (ii) Articles 75 and 78A, to reflect the restriction on voting by members as required by the amended Appendix to the Listing Rules; (iii) Articles 97 and 103, to (1) amend the articles so that all directors will be subject to retirement by rotation; and (2) be consistent with the amended Appendix 3 to the Listing Rules which requires there to be a minimum period during which notice may be given by a person other than a Director to propose a person for election as a Director; (iv) Article 100, to be consistent with the amended Companies Ordinance that removal of any Director before the expiration of his period of office can be made by Ordinary Resolution instead of Special Resolution; and (v) Article 108 and 2, to be consistent with the provision of the amended Appendix 3 to the Listing Rules so that (1) subject to certain exceptions, a Director is not allowed to vote on any resolution of the Board approving any contract or arrangement or any other proposal in which he or any of his associates has a material interest nor shall he be counted in the quorum present at the meeting; and (2) the term "associates" in relation to a Director will have the same meaning as defined in the Listing Rules. We recommend a vote "FOR" this Resolution.