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Centenary United Holdings Limited Proxy Solicitation & Information Statement 2015

Sep 29, 2015

50299_rns_2015-09-29_7c86e2ce-12d4-4de4-ab7d-e864c70bc453.pdf

Proxy Solicitation & Information Statement

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==> picture [223 x 34] intentionally omitted <==

(Continued into Bermuda with limited liability)

(Stock Code: 810)

FORM OF PROXY FOR THE SPECIAL GENERAL MEETING (THE “MEETING”) TO BE HELD ON 23 OCTOBER 2015 AT 11:30 A.M.

I/We[1 ] (name) of (address) being the registered holder(s) of ordinary shares[2] of HK$0.10 each in the share capital of Opes Asia Development Limited (the “ Company ”), HEREBY APPOINT[3] THE CHAIRMAN OF THE MEETING o r ( n a m e ) o f (address) as my/our proxy to vote and act for me/us at the Meeting to be held at Crystal Room 3, Level B3, Holiday Inn Golden Mile, 50 Nathan Road, Tsim Sha Tsui, Kowloon, Hong Kong on 23 October 2015, at 11:30 a.m. (and at any adjournment thereof) for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice dated 30 September 2015 convening the said Meeting (“ Notice ”) to vote on my/our behalf in respect of the resolution as indicated below, or if no such indication is given, as my/our proxy thinks fit.

AS SPECIAL RESOLUTIONS For[4] Against[ 4] 1. To approve the proposed change of the English name of the Company to “China Internet Investment Finance Holdings Limited” and the proposed adoption of the Chinese name “中國互聯網投資金融集團有限公司”, details of which were set out in the Notice. 2. To approve the share premium reduction, transfer of credit amount arising from the reduction to the contributed surplus account, application of HK$258,381,618 in the contributed surplus account to set off against accumulated losses and grant of general authorisation to the directors of the Company to apply contributed surplus in the future, details of which were set out in the Notice. AS ORDINARY RESOLUTION 3. To refresh a general mandate and authorise the Directors to allot, issue or otherwise deal with shares not exceeding 20% of the issued share capital of the Company, details of which were set out in the Notice.

Dated

Signature[5 ]

Notes:

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

  2. Please insert the number of ordinary shares of HK$0.10 each to which this form of proxy relates in the space provided. If no number is inserted, this form of proxy will be deemed to relate to all ordinary shares in the Company registered in your name(s).

  3. If any proxy other than the Chairman of the Meeting is preferred, strike out the words “THE CHAIRMAN OF THE 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 BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK (“✓”) THE APPROPRIATE BOX MARKED ‘‘AGAINST’’. Failure to complete any of the boxes will entitle your proxy to vote or abstain 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.

  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 executed under its common seal or under the hand of an officer or attorney duly authorized.

  6. In the case of joint holders of a share, the vote of the senior 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) and for this purpose, seniority will be determined by the order in which the names stand in the Register of Members.

  7. To be valid, this form of proxy, together with any power of attorney Branch Registrar in (if any) or other authority (if any) under which it is signed or a certified copy thereof, must be deposited at the Company’s Branch Registrar in Hong Kong, Tricor Tengis 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 any adjourned meeting.

  8. The proxy need not be a member of the Company but must attend the Meeting in person to represent you.

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

  • For identification purpose only