AsiaInfo Technologies Limited — AGM Information 2019

Apr 23, 2019

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AsiaInfo Technologies Limited 亞信科技控股有限公司

(Incorporated in the British Virgin Islands with limited liability)

(Stock Code: 1675)

Form of proxy for the Annual General Meeting to be held on Thursday, May 30, 2019

I/We [(Note][1)] of being the registered holder(s) of share(s) [[(Note]][[2)]] company HEREBY APPOINT THE CHAIRMAN OF THE ANNUAL GENERAL MEETING or [(Note][3)] of

share(s) [[(Note]][[2)]] of HK$0.0000000125 each in the share capital of the above-named

as my/our proxy to attend and act for me/us at the Annual General Meeting (and any adjournment thereof) of the said company to be held at AsiaInfo Plaza, Dong Qu, 10 Xibeiwang Dong Lu, Haidian District, Beijing, PRC on Thursday, May 30, 2019 at 10:00 a.m. (the “ Meeting ”) for the purposes of considering and, if thought fit, passing the Resolutions as set out in the Notice of Annual General Meeting and at such Meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the Resolutions as indicated below [(Note][4).]

	ORDINARY RESOLUTIONS (Note 5)	ORDINARY RESOLUTIONS (Note 5)	ORDINARY RESOLUTIONS (Note 5)	ORDINARY RESOLUTIONS (Note 5)		FOR _(Note _	4)	AGAINST (Note 4)	AGAINST (Note 4)
1.	To receive and adopt the audited consolidated financial statements of					the
	company for the year ended	December 31, 2018 and the reports of				the
	directors and auditors of the company thereon.
2.	(a) To re-elect the following retiring directors:
	(i) Dr. TIAN Suning as an executive director;
	(ii) Mr. DING Jian as an executive director;
	(iii) Mr. GAO Nianshu as an executive director;
	(iv) Mr. ZHANG Yichen as a non-executive director;
	(v) Mr. XIN Yuesheng as a non-executive director;
	(vi) Mr. ZHANG Liyang as a non-executive director;
	(vii) Dr. GAO Jack	Qunyao as		an independent non-executive
	director;
	(viii) Dr. ZHANG Ya-Qin as an independent				non-executive
	director; and
	(ix) Mr. GE Ming as an independent non-executive director;
	(b) To authorise the board	to fix the remuneration of the directors.
3.	To re-appoint Deloitte Touche	Tohmatsu as the auditors of			the company to
	hold office until the conclusion of the next annual general meeting of					the
	company and to authorise the	Board to fix their remuneration for the year
	ending December 31, 2019.
4(A).	To give a general mandate to the directors to offer, allot, issue and deal with
	additional shares in the company not exceeding 20% of the				total number of
	issued shares of the company.
4(B).	To give a general mandate to the directors to repurchase shares in					the
	company not exceeding 10% of the total			number of issued shares of		the
	company.
4(C).	To extend the general mandate granted to the directors to				allot, issue	and
	deal with shares by the number of shares repurchased by the company.

Signed [(Note][6)]

day of

Dated this

2019

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

2. Please insert the number of shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).

3. If any proxy other than the Chairman of the Annual General Meeting is preferred, strike out the words “ THE CHAIRMAN OF THE ANNUAL GENERAL MEETING or ” and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “AGAINST”. Failure to tick any or all the boxes will entitle your proxy to cast his votes at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any amendment of a resolution put to the Meeting.

5. The description of the Resolutions is by way of summary only. The full text appears in the notice of the Meeting.

6. Any shareholder entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to attend and vote in his/her stead. A proxy need not be a shareholder of the Company.

7. To be valid, this form of proxy together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof, shall be deposited at the Company’s Hong Kong branch share registrar and transfer office, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time for holding the Meeting or any adjournment thereof.

8. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either executed under its seal or under the hand of an officer, attorney or other person duly authorised to sign the same.

9. In the case of joint holders of any shares, any one of such joint holders may vote at the above Meeting, either personally or by proxy, in respect of such shares as if he/she were solely entitled thereto. However, if more than one of such joint holders is present at the Meeting, either personally or by proxy, the vote of the joint holder whose name stands first in the Register of Members and who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s).

10. On a poll, every shareholder present in person or by proxy shall be entitled to one vote for each share registered in his/her name. The result of such poll shall be deemed to be the resolution of the Meeting at which the poll was so taken.

11. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting if you so wish. In such event, the instrument appointing a proxy shall be deemed to be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting (the “ Purposes ”). We may transfer your and your proxy’s (or proxies’) name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance (Chapter 486 of the Laws of Hong Kong) and any such request should be in writing by mail to the Hong Kong share registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong.