China Digital Video Holdings Limited — Proxy Solicitation & Information Statement 2021

May 27, 2021

China Digital Video Holdings Limited 中國數字視頻控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 8280)

PROXY FORM Form of proxy for use at the 2021 Annual General Meeting (or at any adjournment thereof)

I/We[1]

of (address)[1]

, being the shareholder(s) of

China Digital Video Holdings Limited (the “ Company ”) holding

shares[2] , hereby appoint the Chairman of the 2021 Annual General Meeting (the “ Meeting ”) of the Company or[3]

of (address)

as my/our proxy to attend and vote for on my/our behalf at the meeting to be held at 10:00 a.m. on 30 June 2021, at 1/F, China Digital Video Technical Plaza, No. 131 West Fourth Ring Road N, Haidian District, Beijing, PRC, or at any adjournment thereof as indicated hereunder or, if no such indication is given, as the proxy thinks fit.

Please make a mark (“√”) in the appropriate boxes to indicate how you wish your vote(s) to be cast[4] .

				Ordinary Resolutions		For	For	Against	Against
	1	To receive and adopt the audited consolidated financial statements of the Company and reports
		of the directors of the Company (the “Directors”) and auditors of the Company for the year
		ended 31 December 2020.
	2	To re-appoint Grant Thornton Hong Kong Limited as auditors of the Company and				authorise
		the Board to fix their remuneration.
	3	(a) To re-elect Mr. ZHENG		Fushuang as an executive Director.
		(b) To re-elect Mr. PANG Gang as an executive Director.
		(c) To re-elect Mr. Frank CHRISTIAENS as an independent non-executive Director.
	4	To authorise the Board	to fix the respective Directors’ remuneration.
	5	Ordinary Resolution No. 5 of the Notice of the Meeting (To grant a general mandate to the
		Directors to allot, issue and deal with additional shares not exceeding 20% of the total number
		of issued shares of the Company as at the date of passing this			resolution).
	6	Ordinary Resolution No. 6 of the Notice of the Meeting (To grant a general mandate to the
		Directors to repurchase	shares not exceeding 10% of the total number of issued shares of the
		Company as at the date	of passing this resolution).
	7	Ordinary Resolution No. 7		of the Notice of the Meeting (To extend the general		mandate
		granted to the Directors to		allot, issue and deal with additional shares by an amount not
		exceeding the total number		of shares repurchased by the Company).

Date:

Signature(s)[5] :

Notes:

1. Full name(s) (in Chinese or English) and address(es) as shown in the register of members of the Company to be inserted in BLOCK CAPITALS .

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

3. Awordsproxy“theneedChairmannot be aofmemberthe 2021ofAnnualthe Company.GeneralIfMeetingyou wish(theto“appoint Meeting some”) of personthe Companyother thanor” andthe insertChairmanthe nameof theandMeetingaddressasofyourthe proxy,personpleaseappointeddeleteproxythe in the space provided.

4. IMPORTANT with a “√” in the: Pleaseappropriateindicateboxwithundera “√the” incolumnthe appropriatemarked “Against”box underif youthe columnwish to votemarkedagainst.“For”Ififnoyoudirectionwish toisvotegiven,in favourthe proxyof aisresolution.entitled to Pleasevote orindicateabstain as he/she thinks fit. Unless otherwise directed in the proxy form, the proxy is also entitled to vote as he/she thinks fit for any resolution duly submitted to the Meeting in addition to those set out in the notice of the Meeting.

5. This proxy form must be signed by you or your attorney duly authorised in writing, or under the Common Seal or the hand of a director or an attorney duly authorised to sign the proxy form in case of a corporation. If the proxy form is signed by an attorney, the power of attorney or other authorisation document giving such authorisation shall be notarised.

6. In cases of joint holders of a share, any one of such holders is entitled to vote at the Meeting either in person or by proxy, as if he/she is the only one entitled to do so among the joint holders. However, only the vote of the person whose name stands first on the register of members in respect of such share shall be accepted if more than one joint holder attend the Meeting personally or by proxy.

7. This proxy form together with any notarised copy of the power of attorney or other authorisation documents (if any) must be deposited, not less than 48 hours before the time appointed for holding the Meeting or any of its adjournments (as the case may be) at Computershare Hong Kong Investor Services Limited of 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong.

8. The Meeting is expected to last half a day. Members attending the Meeting shall take care of their own transportation and lodging expenses. Members or their proxies attending the Meeting must produce their identification documents.