Changsha Broad Homes Industrial Group Co., Ltd. — Proxy Solicitation & Information Statement 2020

Jun 19, 2020

Changsha Broad Homes Industrial Group Co., Ltd. 長沙遠大住宅工業集團股份有限公司

(A joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 2163)

FORM OF PROXY OF DOMESTIC SHAREHOLDERS FOR USE AT DOMESTIC SHAREHOLDERS CLASS MEETING TO BE HELD ON WEDNESDAY, JULY 8, 2020

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

I/We[(Note 2)]

of[(Note 2)]

being the shareholder(s) of Changsha Broad Homes Industrial Group Co., Ltd. (the “ Company ”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING[(Note 3)] or ,

of

as my/our proxy to attend for me/us at the domestic shareholders class meeting of the Company to be held at Meeting Room of Broad Homes Headquarters, No. 248 Yinshuang Road, Yuelu District, Changsha at 11:30 a.m. (or immediately after conclusion of the H shareholders class meeting or any adjournment thereof) on Wednesday, July 8, 2020 (the “ Meeting ” or “ Domestic Shareholders Class Meeting ”) (and any adjournment thereof) for the purpose of considering and approving the resolutions as set out in the notice of the Domestic Shareholders Class Meeting of the Company dated June 22, 2020 and at the Domestic Shareholders Class Meeting (and any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below[(Note 4)] .

	SPECIAL RESOLUTIONS	For(Note 4)	Against(Note 4)	Abstain(Note 4)
1.	To consider and approve the resolution on the Proposed A Share Offering and Listing:
	1.1 Class and par value of shares to be issued;
	1.2 Offering size;
	1.3 Target subscribers;
	1.4 Method of offering;
	1.5 Pricing methodology;
	1.6 Method of underwriting;
	1.7 Proposed place of listing;
	1.8 Time of offering and listing; and
	1.9 Valid period of the resolution.
2.	To consider and approve the resolution on proposed grant of authorization to the Board and its authorized person to deal with matters related to the Proposed A Share Offering and Listing at their full discretion;

SPECIAL RESOLUTIONS	SPECIAL RESOLUTIONS	For(Note 4)	Against(Note 4)	Abstain(Note 4)
3.	To consider and approve the resolution on investment projects to be financed by the proceeds from the Proposed A Share Offering and the feasibility analysis:
4.	To consider and approve the resolution on plan for distribution of accumulated profits prior to the Proposed A Share Offering and Listing;
5.	To consider and approve the resolution on dividend distribution plan for Shareholders for three years after the Proposed A Share Offering and Listing;
6.	To consider and approve the resolution on price stabilization plan of A Shares of the Company for three years after the Proposed A Share Offering and Listing;
7.	To consider and approve the resolution on analysis of impact of dilution on immediate return by the Proposed A Share Offering and relevant recovery measures;
8.	To consider and approve the resolution on relevant undertakings made by the Company for the Proposed A Share Offering and Listing;
9.	To consider and approve the resolution on formulation of the articles of association of Changsha Broad Homes Industrial Group Co., Ltd. (Draft) applicable after the Proposed A Share Offering and Listing;
10.	To consider and approve the resolution on formulation of the rules of procedure of general meetings of Changsha Broad Homes Industrial Group Co., Ltd. (Draft) applicable after the Proposed A Share Offering and Listing.

Date:

Signature(s)[(Note 5)] :

Notes:

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

2. Please insert full name(s) and address(es) (as registered in the register of members of the Company) in BLOCK CAPITALS .

3. If any proxy other than the chairman of the Domestic Shareholders Class 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. A shareholder entitled to attend and vote at the Domestic Shareholders Class Meeting may appoint one or more proxies to attend and vote in his/her stead. Such proxies may only exercise their voting rights in a poll. A proxy need not be a shareholder of the Company but must attend the Domestic Shareholders Class Meeting in person to represent you. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK ( ✔ ) IN THE RELEVANT BOX BELOW THE BOX MARKED “For”; IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK ( ✔ ) IN THE RELEVANT BOX BELOW THE BOX MARKED “Against”; IF YOU WISH TO ABSTAIN FROM VOTING, TICK ( ✔ ) IN RELEVANT BOX BELOW THE BOX MARKED “Abstain” AND YOUR VOTE WILL BE COUNTED TOWARDS THE TOTAL NUMBER OF VOTES CAST ON THE RELEVANT RESOLUTION FOR THE PURPOSE OF CALCULATING THE RESULT OF THE VOTE ON THE RELEVANT RESOLUTION . If no direction is given, your proxy may vote or abstain at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Domestic Shareholders Class Meeting other than those referred to in the notice convening the Domestic Shareholders Class Meeting.

5. This form of proxy must be signed by you or your attorney duly authorized in writing. In case of a corporation, the same must be executed either under its common seal or under the hand of its director(s) or duly authorized attorney. If this form of proxy is signed by an attorney duly authorized by you in writing, the power of attorney authorizing that attorney to sign or other authorization document must be notarized.

6. In case of joint holders of any shares, any one of such joint holders may vote at the Domestic Shareholders Class Meeting, either personally or by proxy, in respect of such shares as if he is solely entitled thereto. However, if more than one of such joint holders are present at the Domestic Shareholders Class Meeting, personally or by proxy, the vote of the joint holder whose name stands first on the register of members, whether in person or by proxy, will be accepted to the exclusion of the votes of other joint holder(s).

7. To be valid, this form of proxy together with the notarized power of attorney or other authorization document (if any) must be deposited at the Company’s headquarters and principal place of business at No. 248 Yinshuang Road, Yuelu District, Changsha, Hunan Province, the PRC for domestic shareholders not less than 24 hours before the time fixed for the holding of the Domestic Shareholders Class Meeting (i.e. no later than 11:30 a.m. on Tuesday, July 7, 2020) or any adjournment thereof (as the case may be). Completion and return of this form of proxy will not preclude a shareholder from attending and voting in person at the Domestic Shareholders Class Meeting and any adjournment thereof if he/she so wishes. In such event, the instrument appointing a proxy shall be deemed to be revoked.

8. Shareholders or their proxies attending the Domestic Shareholders Class Meeting (and any adjournment thereof) shall produce their identity documents.