China Communications Construction Company Limited — Proxy Solicitation & Information Statement 2011

Jan 28, 2011

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中 國 交 通 建 設 股 份 有 限 公 司 CHINA COMMUNICATIONS CONSTRUCTION COMPANY LIMITED

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

(stock code: 1800)

Form of proxy for the Second Extraordinary General Meeting 2011

Number of shares to which this form of proxy relates [(Note 1) ] I/We [(Note 2) ]

of

being the registered holder(s) of [(Note 3)] H shares in the share capital of China Communications Construction Company Limited (the Company ) HEREBY APPOINT the Chairman of the meeting or [(Note 4) ]

of

as my/our proxy/proxies: (a) to act for me/us at the extraordinary general meeting of the Company to be held at Conference Room 1911, 19th Floor, CCCC Building, 85 De Sheng Men Wai Street, Xicheng District, Beijing, China on 25 March 2011 at 9:00 a.m. Beijing (or at any adjournment thereof) (the Meeting ) for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the Meeting (the Resolutions ); and (b) at the Meeting to vote for me/us and in my/our name(s) in respect of the Resolutions as hereunder indicated or, if no such indication is given, as my/our voting proxy thinks fit.

such	indication is given, as my/our voting proxy thinks fit.
	SPECIAL RESOLUTIONS	FOR(Note 5)	AGAINST(Note 5)	ABSTAIN(Note 5)
1.	To consider and approve theproposed A Share Issue
	1.1 Type of securities
	1.2 Nominal value
	1.3 Place of listing
	1.4 Target subscribers
	1.5 Basis for determiningtheprice
	1.6Number of AShares to be issued
	1.7Use ofproceeds
	1.8Retainedprofits
	1.9Validity period of this resolution
2.	That conditional upon the obtaining of approvals from the CSRC
	and other relevant regulatory authorities, the approval from the
	shareholders of CRBC and the passing of the special resolution
	1,the Merger Arrangement be and is herebyapproved
3.	That conditional upon the passing of the above special resolution
	2, the Merger Agreement entered into between the Company and
	CRBC in relation to the Merger Arrangement which incorporates
	all the principal terms and conditions of the Merger Arrangement
	in all material aspects be and is herebyapproved
4.	That conditional upon the passing the above special resolution 3,
	the guarantee to be provided by the Company for all debts owned
	by CRBC prior to the completion date of the Merger Arrangement,
	which will be assumed by the Company’s wholly-owned subsidiaries
	to be designated by the Company and the amount of which shall
	not exceed RMB9,500,000 thousand,be and herebyapproved

Dated this

day of Signature [ (Note 6) ]

Notes:

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

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

3. Please insert the total number of shares registered in your name(s).

4. A member entitled to attend and vote at the Meeting is entitled to appoint one or more proxies of his own choice to attend and vote instead of him. A proxy need not be a member of the Company. If any proxy other than the Chairman of the Meeting is preferred, please strike out the words “the Chairman of the meeting or” and insert the name(s) and address(es) of the proxy/proxies desired in the space provided. In the event that two or more persons (other than the Chairman of the Meeting) are named as proxies and the words “the Chairman of the meeting or” are not deleted, those words and references shall be deemed to have been deleted. If you appoint more than one proxy, the voting rights may only be exercised by way of poll.

5. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK IN THE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, TICK IN THE BOX MARKED “ABSTAIN” . If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his discretion. Unless you have indicated otherwise in this form, 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 of the Meeting. A tick in the relevant box indicates that the votes attached to all the shares that this form relates will be cast accordingly.

6. 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 seal or under the hand of a director or attorney duly authorised. If this form of proxy is signed by your attorney, the power of attorney or other document of authorisation must be notarised.

7. In order to be valid, this form of proxy, together with the notarised copy of the power of attorney or other document of authorisation (if any) under which it is signed, for holders of H shares, must be delivered to the Company’s H Share registrar, Computershare Hong Kong Investor Services Limited, 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, not less than 24 hours prior to the time for holding the Meeting.

8. Completion and delivery of a form of proxy will not preclude you from attending and/or voting at the Meeting (or any adjournment thereof) if you so wish. 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 INITIALLED BY THE PERSON(S) WHO SIGN(S) IT .

10. In the case of joint holders of any share, any one of such joint holders may vote at the Meeting, either personally or by proxy, in respect of such shares as if he were solely entitled thereto. However, if more than one of such joint holders is present at the Meeting, personally or by proxy, the vote of the joint holder whose name stands first in the register of members and 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).