Central China Real Estate Limited — Proxy Solicitation & Information Statement 2021

Dec 9, 2021

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(Stock Code: 0832)

FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON 28 DECEMBER 2021

I/We of being the registered holder(s) of shares of HK$0.10 each (‘‘Shares’’) in the share capital of Central China Real Estate Limited (the ‘‘Company’’), hereby appoint of or failing him, the chairman of the meeting as my/our proxy to attend and vote for me/us and on my/our behalf at the extraordinary general meeting of the Company (the ‘‘EGM’’) to be held at 7701B-7702A, Level 77, International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong on Tuesday, 28 December 2021 at 3:00 p.m. for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice of the EGM as indicated below and, if no such indication is given, as my/our proxy thinks fit. Unless the context requires otherwise, terms used herein shall have the same meanings as those defined in the circular of the Company dated 9 December 2021 (the ‘‘Circular’’).

2021 (the ‘‘Circular’’).	2021 (the ‘‘Circular’’).	2021 (the ‘‘Circular’’).
ORDINARY RESOLUTION			F	OR	AGAINST
1.	To approve the entering into of the Consultation and Management Services Framework Agreement, the transactions contemplated and the proposed annual caps thereunder as set out in the Circular and to authorise any one Director to do all such acts and things and execute all such documents in connection with the Consultation and Management Services Framework Agreement, the transactions contemplated and the proposed annual caps thereunder.
2.	To approve the entering into of the Intelligent Technology Services Framework Agreement, the transactions contemplated and the proposed annual caps thereunder as set out in the Circular and to authorise any one Director to do all such acts and things and execute all such documents in connection with the Intelligent Technology Services Framework Agreement, the transactions contemplated and the proposed annual caps thereunder.
Dated this		2021 Signature		:

Notes:

1. Please insert your full name and address in BLOCK CAPITALS in the space provided. The names of all joint holders should be stated.

2. Please insert the number of Shares to which this proxy form relates in the space provided. If a number is inserted, this proxy form will be deemed to relate only to those Shares. If not, this proxy form will be deemed to relate to all the Shares registered in your name (whether alone or jointly with others).

3. Please insert the full name(s) and address(es) of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE EGM WILL ACT AS YOUR PROXY. A proxy needs not be a member of the Company but must attend the EGM in person to represent you. A member entitled to attend and vote at the EGM is entitled to appoint one or more proxies to attend and vote in his stead. If you appoint more than one proxy, such proxies may only exercise the voting rights by way of poll.

4. IMPORTANT: If you wish to vote for any resolution, please tick in the appropriate box marked ‘‘For’’. If you wish to vote against any resolution, please tick in the appropriate box marked ‘‘Against’’. Failure to tick a box will entitle your proxy to cast your vote in respect of such resolution at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the EGM other than those referred to in the notice of EGM.

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

6. The full descriptions of the resolutions proposed to be considered and approved at the EGM are set out in the notice of EGM dated 9 December 2021, which is also available at the Company’s website at www.jianye.com.cn.

7. In the case of joint holders of any Share, any one of such holders may vote at the EGM, either personally or by proxy, in respect of such Share as if he were solely entitled thereto. However, if more than one of such joint holders is present at the EGM, personally or by proxy, the vote of the joint holder whose name stands first in the register of members of the Company and who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holder(s).

8. 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 of that power or authority, must be deposited with the Company’s Hong Kong branch share registrar, 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 appointed for holding the EGM or any adjourned meeting. Delivery of an instrument appointing a proxy will not preclude you from attending and voting in person, at the EGM if you so wish and in such event, the instrument appointing a proxy shall be deemed to be revoked.

9. Any alteration made to this form of proxy must be initialed by the person who signs it.

10. For identification purpose only