Beijing Urban Construction Design & Development Group Co., Limited — Proxy Solicitation & Information Statement 2015

Apr 16, 2015

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(incorporated in Hong Kong with limited liability)

(Stock Code: 688)

Number of shares to which this proxy form relates [Note][1]

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Proxy Form (for General Meeting — 5 May 2015) (or at any adjournment thereof)

I/We (Note 2) of being the registered holder(s) of

ordinary shares of CHINA OVERSEAS LAND & INVESTMENT

LIMITED 中國海外發展有限公司 (the “ Company ”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING

or (Note 3)

of

as my/our proxy to attend and vote for me/us on my/our behalf at the General Meeting of the Company to be held at 11/F., 3 Pacific Place, 1 Queen’s Road, Hong Kong on 5 May 2015 at 3:00 p.m. and at any adjournment thereof and to vote for me/us in my/our name(s) in respect of the resolutions set out in the notice convening the said meeting as indicated below. I/We direct that my/our vote(s) be cast on the specified resolutions as indicated by an “�” in the appropriate boxes. In the absence of any indication, the proxy may vote in respect of that resolution at his/her discretion.

ORDINARY RESOLUTIONS FOR [(Note][4)] AGAINST [(Note][4)] 1. To approve, ratify and confirm the Sale and Purchase Agreement and Share Subscription Agreement (each as defined in the circular of the Company dated 17 April 2015 (the “ Circular ”), copies of which are tabled at the meeting and marked “A” and initialled by the chairman of the meeting for identification purpose) and the transactions contemplated thereunder; and 2. To approve any one director of the Company be and is hereby authorised for and on behalf of the Company to execute any such other documents, instruments and agreements and to do any such acts or things deemed by him to be incidental to, ancillary to or in connection with the matters contemplated in the Sale and Purchase Agreement and the Share Subscription Agreement, including the affixing of the common seal of the Company thereon.

Dated: 2015 Signature [(Note][5)]

Notes:

1. Please insert the number of ordinary 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 shares of the Company registered in your name(s).

2. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint registered holders should be stated.

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

4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK THE APPROPRIATE BOXES MARKED “FOR”, IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK THE APPROPRIATE BOXES MARKED “AGAINST” . Failure to complete the boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

5. 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 under its common seal or under the hand of an officer or attorney duly authorised.

6. Where there are joint registered holders of any share, any one of such persons may vote at the meeting either personally or by proxy in respect of such share as if he was solely entitled thereto, but if more than one of such joint holders be present at any meeting personally or by proxy, that one of the said persons so present whose name stands first on the Register of Members in respect of such share shall alone be entitled to vote in respect thereof.

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, must be deposited at the office of the Company’s registrar, Tricor Standard Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for holding the meeting or adjourned meeting (as the case may be).

8. Any member entitled to attend and vote at the General Meeting is entitled to appoint a proxy or proxies to attend and, on a poll, vote in his stead. The proxy need not be a member of the Company.

9. Completion and return of this form of proxy will not preclude you from attending and voting in person at the General Meeting or at any adjournment thereof (as the case may be) should you so wish, and in such event, the form of proxy shall be deemed to be revoked.

10. The full text of the resolution appears in the notice of general meeting contained in the circular to the shareholders of the Company dated 17 April 2015.