Chen Hsong Holdings Limited — Proxy Solicitation & Information Statement 2014

Mar 26, 2014

==> picture [67 x 68] intentionally omitted <==

Sino Distillery Group Limited 中國釀酒集團有限公司

(Incorporated in the Cayman Islands with limited liability) (Stock Code: 00039)

Form of proxy for use at the extraordinary general meeting to be held on Thursday, 17 April 2014 at 11:00 a.m. (or at any adjournment thereof)

I/We[1] of

being the registered holder(s) of[2] the capital of Sino Distillery Group Limited (the “ Company ”) HEREBY APPOINT[4] of

shares of HK$0.1 each in

or the Chairman of the extraordinary general meeting (the “ Meeting ”) to act as my/our proxy to attend and act for me/us on my/our behalf at the Meeting to be held at 2509, Tower One, Lippo Centre, 89 Queensway, Hong Kong on Thursday, 17 April 2014 at 11:00 a.m. or at any adjournment thereof (as the case may be) convened for the purpose of considering and, if thought fit, passing the resolution as set out in the notice convening the Meeting and at such Meeting or at any adjournment thereof (as the case may be), to vote for me/us as hereunder indicated[5] , or if no such indication is given, as my/our proxy thinks fit.

	ORDINARY RESOLUTION	FOR5	AGAINST5
1.	To approve, confirm and ratify the Agreement (as defined in the circularof the Company dated 27 March 2014 (“Circular”)) and as supplementedby the Supplemental Agreement (as defined in the Circular) in relation tothe Disposal (as defined in the Circular) and the transactions contemplatedthereunder and to authorize any one or more of the directors of the Companyto do all such acts and things, to sign and execute all such documents for andon behalf of the Company and to take such steps as he/they may in his/theirabsolute discretion consider necessary to give effect to the Agreement andthe transactions contemplated thereunder.

Signature[7]

Date

Notes:

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

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

3. A member entitled to attend and vote at the Meeting is entitled to appoint a proxy to attend and, on poll, vote on his behalf.

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

5. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED “AGAINST”. Failure to tick the box will entitle your proxy to cast your vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the said Meeting other than those referred to in the notice convening the Meeting.

6. The full text of the resolution appears in the notice of the Meeting dated 27 March 2014.

7. 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 any officer or attorney duly authorised in writing.

8. In the case of 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 but if more than one of such joint holders is present at the Meeting personally or by proxy, the vote of the senior 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), and for this purpose seniority will be determined by the order in which the names stand in the register of members in respect of the joint holding.

9. 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 lodged with the Company’s branch share registrar and transfer office in Hong Kong, Tricor Tengis Limited, at 26/F, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong (which will be relocated to Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong with effect from 31 March 2014), not less than 48 hours before the time appointed for the holding of the Meeting or any adjournment thereof (as the case may be).

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

11. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting if you so wish.