Notice of AGM

VietNam Holding Limited
01 October 2007




                            Vietnam Holding Limited

                        Notice of Annual General Meeting


Vietnam Holding Limited (the 'Company') (AIM: VNH) announces that it will hold
its annual general meeting ('AGM') at 4 pm on 23 October 2007 at the Park Hyatt
Zurich, Beethovenstrasse 21, Zurich 8002, Switzerland. The Company, amongst
other resolutions, is proposing to amend both it's investment strategy and
articles of association.

Copies of the full notice of the Annual General Meeting will be emailed to
shareholders and will also be made available on the company's website
www.vietnamholding.com. The full resolutions to be passed at the AGM are also
set out below.




For more information please contact:

Philip J Secrett/Maureen Tai
 Nominated Adviser
Grant Thornton Corporate Finance                      Telephone: [phone]

Alan de Saram
CARD Corporate Services, Company Registrar            Telephone: [phone]



Ordinary Business of the AGM

Resolutions 1 to 6 (inclusive) comprise the ordinary business of the AGM and
will each be proposed as an ordinary resolution. Resolutions 7 to 9 (inclusive)
will comprise special business of the AGM.  Resolution 7 will be proposed as an
ordinary resolution and Resolutions 8 and 9 will each be proposed as a special
resolution.

Under the provisions of the Company's articles of association all directors are
required to submit themselves for re-election at each annual general meeting.
Resolutions 1 to 4 (inclusive) are to re-elect to the board of directors, Min
Hwa Hu Kupfer, Professor Rolf Dubs, John Hoey, Nguyen Quoc Khanh who each retire
in accordance with the articles of association of the Company and who each offer
themselves for re-election at the annual general meeting.

The Company is required to appoint auditors at each general meeting at which
accounts are laid, to hold office until the conclusion of the next such meeting.
Resolution 5 concerns the re-appointment and remuneration of the Company's
auditors, KPMG Luxembourg for such period.

The directors are required to present to the shareholders of the Company at a
general meeting the report of the directors and auditors and the audited
accounts of the Company, for the year ended June 30, 2007. The report of the
directors and the audited accounts have been approved by the directors, and the
report of the auditors has been approved by the auditors and a copy of each of
these documents may be found in the Annual Report of the Company starting at
page 3. Resolution 6 is to receive and consider the directors' report and the
audited accounts.

The directors note that footnote 6 on page 29 of the audited accounts refer to
the remuneration of the directors for the financial year ended June 30, 2007.


Special Business of the AGM

Resolutions 7 to 9 (inclusive) comprise the special business of the AGM.
Resolution 7 will be proposed as an ordinary resolution and Resolutions 8 and 9
will each be proposed as a special resolution.

The directors propose that in relation to the Company's investing strategy, the
requirement for VietNam Holding Asset Management Limited ('VNHAM'), as the
Company's investment manager, to obtain majority board approval of VNHAM in
relation to decisions concerning investments of more than 2% of the Company's
net asset value, be amended to majority approval of VNHAM's investment committee
('Investment Committee').  The Investment Committee is comprised of any three
directors of VNHAM from time to time.  Resolution 7 is to consider and approve
the reduction of such approval from a majority board to a majority approval of
the Investment Committee.

The shareholders of the Company are required, pursuant to the AIM Rules, to
consent to the Company's investing strategy on an annual basis. In addition to
the provisions set out in resolution 7 above that amend the Company's investing
strategy, the directors propose to amend the Company's investing strategy to
provide that the Company may invest up to 20% of its net asset value (at the
time of investment) in other listed Vietnam funds which have the majority of
their assets in Vietnam ('Investment Fund'). The directors propose that the
Company will not invest in any Investment Fund unless the price of such
Investment Fund is at a discount of at least 10% to such Investment Funds net
asset value. Resolution 8 is to consider and approve the Company's amended
investing strategy which is set out at Appendix A to the notice of AGM.

Your directors propose to amend the articles of association of the Company.  The
full terms of the proposed amendments to the articles of association are
available for inspection at the Park Hyatt Zurich, Beethovenstrasse 21, Zurich
8002, Switzerland immediately prior to the commencement of the annual general
meeting until the close of the annual general meeting. The directors propose to
extend the period the directors may retire by rotation from one year to three
years.  Accordingly, the directors propose to amend article 91(a) by deleting
the words 'next occurring' in the sixth sentence and including in the seventh
sentence after 'Company' the words 'falling three calendar years following the
date of any re-election or replacement of such Director'.

The directors propose to include a new article, article 34A, that is recommended
to be made to take account of developments in market practice with regard to
notification of the acquisition or disposal of major shareholdings.  The
directors propose that pursuant to article 34A the provisions of Chapter 5 of
the Disclosure and Transparency Rules of the UK Financial Services Authority
Handbook ('DTR5') shall be incorporated by reference in the articles of
association and accordingly the vote holder and notification rules as set out in
DTR5 shall apply to the Company and each shareholder of the Company as if the 
Company was an issuer (as defined in DTR5).


DTR5 provides that a person must notify the Company of the percentage of the
voting rights it holds as a shareholder or through its direct or indirect
holding of financial instruments (as defined in DTR5), subject to certain
exemptions as set out in DTR5, if the percentage of those voting rights:

(a)  reaches, exceeds or falls below 3%, 4%, 5%, 6%, 7%, 8%, 9% and 10%
     and each 1% threshold thereafter up to 100% as a result of an acquisition 
     or disposal of shares or financial instruments; or

(b)  reaches, exceeds or falls below an applicable threshold (as set out in 
     paragraph (a) above):

(i)  as a result of events changing the breakdown of voting rights, and

(ii) on the basis of information regarding (a) the total number of voting rights 
     and capital in respect of each class of share in the Company and (b) the 
     total number of voting rights attached to shares of the Company held in 
     treasury, disclosed to the public by the Company at the end of each 
     calendar month during which an increase or decrease has occurred.


Notification to the Company of a person's voting rights, as set out above, must
contain certain information as specified in DTR5.

You are advised that the previous paragraphs are not, and are not intended to be
a comprehensive summary of the provisions of DTR5. You are advised to seek
personal financial advice from your stockbroker, solicitor, accountant or other
independent professional adviser authorised for the purposes of the Financial
Services and Markets Act 2000 (or, if you are a person outside of the United
Kingdom, otherwise duly qualified in your jurisdiction) in relation to the
application of DTR5 if you are in any doubt as to the applicability of its
provisions.

Resolution 9 is to consider and approve the proposed amendments to the Company's
articles of association.

The directors noted that since the last annual general meeting of the Company
the board of directors had approved some minor changes to the investment
management agreement, all of which the directors confirm are in the best
interests of shareholders and the Company.  The amended investment management
agreement is available for inspection by shareholders at the Park Hyatt Zurich,
Beethovenstrasse 21, Zurich 8002, Switzerland for the period immediately prior
to the commencement of the annual general meeting until the close of the annual
general meeting should any shareholder of the Company wish to review such
agreement.

Your directors believe that the resolutions to be proposed at the annual general
meeting are in the best interests of shareholders and the Company and recommend
that you vote in favour of each of the resolutions which are to be proposed at
the annual general meeting.



Yours sincerely
VietNam Holding Limited


Min Hwa Hu Kupfer
Chairman



                     Notice of 2007 ANNUAL General Meeting


Notice is hereby given that the 2007 Annual General Meeting of Vietnam Holding
Limited will be held at 4 pm on 23 October 2007 at the offices of the Park Hyatt
Zurich, Beethovenstrasse 21, Zurich 8002, Switzerland.

The purpose of the meeting is to consider and, if thought fit, pass the
resolutions set out below as ordinary and special resolutions as indicated.


AS ORDINARY BUSINESS

ORDINARY Resolutions:


1. THAT Min Hwa Hu Kupfer, having submitted herself for re-election, be re-
   elected as a Director of the Company to hold office in accordance with the
   Articles of Association of the Company.

2. THAT Professor Rolf Dubs having submitted himself for re-election, be re-
   elected as a Director of the Company to hold office in accordance with the
   Articles of Association of the Company.

3. THAT John Hoey having submitted himself for re-election, be re-elected as a
   Director of the Company to hold office in accordance with the Articles of
   Association of the Company.

4. THAT Nguyen Quoc Khanh having submitted himself for re-election, be re-
   elected as a Director of the Company to hold office in accordance with the
   Articles of Association of the Company.

5. THAT KPMG Luxembourg be re-appointed as Auditors of the Company and to
   authorise the Directors to determine their remuneration.

6. THAT the report of the directors and auditors, and the audited accounts of
   the Company, for the year ended June 30, 2007 be received and considered.



AS SPECIAL BUSINESS

ORDINARY Resolution:


7. THAT majority board approval required by the Company's investment
manager in relation to decisions concerning investments of more than 2% of the
Company's net asset value be amended from majority board approval of the
Company's investment manager to majority approval of the Company's investment
manager's committee be approved.


SPECIAL RESOLUTIONS:

8. THAT the Company's investing strategy as set out in Appendix A be approved.

9. THAT the draft articles of association attached and initialled by a
director for identification purposes be adopted as the articles of association
of the Company to the exclusion of and in substitution for the existing articles
of association of the Company.



                                  Appendix A

                  VietNam Holding Limited - Investing Strategy


The investing strategy of VietNam Holding Limited ('the Company') is to invest
at least 70 per cent. of its funds in securities of former state owned
enterprises ('SOEs') in Vietnam, up to 25 per cent. of its funds in the
securities of private companies in Vietnam (Vietnamese or foreign-owned) and/or
the securities of foreign companies if a significant proportion of their assets
or operations are based in Vietnam and no more than 20 per cent. of its funds in
convertible securities.

The Company intends its investments to be focused primarily in the following
industry sectors:


• consumer goods and pharmaceuticals;
• services, both in the domestic market as well as global outsourcing service  
  providers;
• power and energy, primarily oil and gas;
• telecommunications, including mobile phone and cable television;
• mining, in particular coal;
• tourism;
• financial services, namely banks, brokers and insurance companies;
• logistics and transportation; and
• construction and construction materials.


The Company also intends to pay particular attention to sectors it expects will
be most affected by the impending accession of Vietnam to the World Trade
Organisation such as garments, seafood and food processing, transportation,
freight forwarding and logistics. In addition, the Company intends to focus
primarily on the regions of Hanoi and Ho Chi Minh City and, depending on the
growth potential, demographics, political environment and the personal
connections of the Directors, the Investment Manager and the Advisory Council,
on other regions in Vietnam.

The Company may invest in former SOEs prior to, at or after the time these
securities become listed on the Vietnam Stock Exchange, including the initial
privatisation or equitisation of the SOE. The Company may invest in equity
securities of former SOEs or private companies in Vietnam either through
purchases of their shares on the Vietnam Stock Exchange or, for those companies
which are not yet listed on the Vietnam Stock Exchange, through purchases on the
over the counter trading platform or through privately negotiated deals. The
latter could include purchases of newly-issued equity securities issued by a
company or other entity in which the Company had directly or indirectly invested
(an 'Investee Company') or securities with equity features.The Company may
invest up to 20% of its net asset value (at the time of investment) in other
listed Vietnam investment funds which have the majority of their assets in
Vietnam ('Investment Funds').   The Company may additionally invest in equity
securities of companies outside Vietnam with a significant portion of their
assets held or operations based in Vietnam. In all cases of investments in the
equity securities of companies not listed on the Vietnam stock exchange or any
other stock exchange ('Unlisted Companies') the Company will typically only
commit to invest if the Investment Manager or the board of Directors of the
Company ('Board') determines that the proposed Investee Company has a firm plan
to list its shares on the Vietnam Stock Exchange or on a stock exchange outside
Vietnam within such period of time that the Investment Manager or the Board
considers reasonable in the circumstances.

Until the Investment Manager has identified suitable investments, the Company
may invest its uninvested cash in the domestic bond market as well as in
international bonds issued by Vietnamese entities. Otherwise, the Company's
uncommitted assets will be held on deposit, or in other high-quality
fixed-income securities denominated in US dollars, by the Custodian (currently
Credit Suisse Luxembourg S.A.) or the Vietnam Sub-Custodian (currently the
Hongkong and Shanghai Banking Corporation Limited, Ho Chi Minh City branch) for
the benefit of the Company. The Company may utilize derivatives contracts for
hedging purposes when available and may hedge its Vietnamese dong against the US
dollar in the forward market.

The Company does not intend to take control of any Investee Company or to take
an active management role in any such company. However, in circumstances where
the Company's investment entitles or in any way grants the Company the right to
nominate a member to the board of such Investee Company, Vietnam Holding Asset
Management Ltd (as Investment Manager) may cause one of its directors, employees
or appointees to join the board of the Investee Company.

Where Vietnam Holding Asset Management Ltd negotiates the purchase of a
significant interest in an Investee Company it may provide certain forms of
assistance to such company, as determined appropriate by the Board or the
Investment Manager, with a view to enhancing such company's performance. Where
the Company invests as a minority shareholder in an Investee Company that is not
listed, the Investment Manager will use commercially reasonable efforts to
obtain for the Company suitable shareholder protection, for example by way of a
shareholders' agreement or board representation, where available and
appropriate. However, there is no guarantee that the Investment Manager will
succeed in obtaining such protection for the Company or that if such protection
is obtained, it will be effective in protecting the minority shareholder
interest held by the Company.

Vietnam remains a developing country and accordingly, if the Company is
considering investing in an Unlisted Company then prior to the Company doing so,
the Company and the Investment Manager will carry out extensive due diligence on
such potential investment. The extent of the due diligence will depend upon the
nature of each investment, with greater due diligence being possible in the
context of a negotiated purchase than in the context of a purchase of shares
upon the equitisition or privatisation of a SOE.

The Company will adhere to the general principle of diversification in respect
of all its assets and will observe the following investment restrictions:

  • the Company will not invest more than 10 per cent. of its net asset value
    at the time of investment in the shares of a single Investee Company;
  • the Company will not invest more than 30 per cent. of its net asset value
    at the time of investment in any one sector;
  • the Company will not generally take or seek to take legal or management
    control of any Investee Company;
  • the Company will not invest in companies known to be subject to export
    restrictions or anti-dumping measures or that are known to be under
    investigation for the same;
  • the Company will not invest directly in real estate or real estate
    development projects or in infrastructure projects with long pay-back
    periods, but may invest in companies which have a large real estate
    component, if their shares are listed or traded on the OTC market; and
  • the Company will not invest in any Investment Fund unless the price of
    such Investment Fund is at a discount of at least 10% to such Investment
    Fund's net asset value.



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