Central Development Holdings Limited — AGM Information 2015

Jul 15, 2015

==> picture [176 x 61] intentionally omitted <==

CHINA RESOURCES AND TRANSPORTATION GROUP LIMITED 中國資源交通集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 269)

FORM OF PROXY OF ANNUAL GENERAL MEETING

(or at any adjournment thereof)

I/We, [1] (name) of (address) being the registered holder(s) of [3] shares of HK$0.01 each in the capital of China Resources and Transportation Group Limited (the “ Company ”), HEREBY APPOINT the Chairman of the meeting, or [4] (name) of (address)

as my/our proxy to attend the Annual General Meeting (or any adjournment thereof) of the Company to be held at 17th Floor, China Railway South Headquarters Building, No.3333 Zhongxin Road (Shenzhen Bay Section), Nanshan District, Shenzhen, PRC (深圳市南山 區中心路3333號（深圳灣段）中鐵南方總部大廈17樓), on 18 August 2015 at 11 a.m. and vote and act for me/us and on my/our behalf in respect of the undermentioned resolutions as indicated.

			Resolutions			For5	Against5	Against5
1.	To approve an ordinary resolution – to receive and consider the audited financial
	statements and the reports of		directors of the Company and of the auditors for the
	year ended 31 March 2015.
2.	To approve the ordinary resolutions:
	(a)To re-elect Mr. Duan Jingquan as an executive Director.
	(b)To re-elect Mr. Bao Liang Ming as an independent non-executive Director.
	(c)To re-elect Mr. Jing Baoli as an independent non-executive Director.
3.	To approve an ordinary resolution – to authorise the board of Directors to fix the
	Directors’ remuneration.
4.	To approve an ordinary resolution – to re-appoint the retiring auditors BDO Limited
	for the ensuing year and to authorize the Board to fix their audit fee.
5	(1)To approve an ordinary resolution – to grant an unconditional general
	mandate to directors to allot, issue and deal with new shares.
	(2)To approve an ordinary resolution – to grant an unconditional general
	mandate to the directors to repurchase the Company’s own shares.
6	To approve a special resolution – to amend the			Memorandum and Articles of
	Association of the Company		and approve and adopt the amended and restated
	Memorandum and Articles of		Association of the Company.

Signature [6] :

Dated this

day of

2015

Note:

1. Please insert your full name and address in BLOCK CAPITALS in the space provided. Only one of joint holders should be mentioned (but see Note 2 below).

2. 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 the 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 shares shall alone be entitled to vote and will be accepted to the exclusion of other joint registered holders in respect thereof.

3. Please insert the number of shares of HK$0.01 each in the Company to which this proxy relates and registered in your name(s). 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).

4. A proxy need not be a shareholder of the Company, but must attend the meeting in person to represent you. Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY .

5. Please indicate with a tick in the relevant box which way you wish your votes to be cast, if no indication is given, the proxy will vote or abstain at his discretion. 6. This form of proxy must be signed by you or your attorney duly authorized 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 authorized on its behalf.

6. 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 such power of authority MUST be deposited at the Company’s Hong Kong branch share registrar, Tricor Progressive 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 adjournment thereof (as the case may be). Completion and return of this form of proxy will not preclude you from attending and voting at the meeting if you so wish.

7. Any alternation made in this form should be initialed.