China Maple Leaf Educational Systems Limited — AGM Information 2015

Dec 18, 2015

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China Maple Leaf Educational Systems Limited 中國楓葉教育集團有限公司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1317)

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

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING TO BE HELD ON FRIDAY, 22 JANUARY 2016 (OR ANY ADJOURNMENT THEREOF)

I/We [(Note2)]

of

being the registered holder(s) of shares in the issued share capital of China Maple Leaf Educational Systems Limited (the “ Company ”) hereby appoint the Chairman of the meeting [(Note][3)] or

of

as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the annual general meeting (the “ AGM ”) of the Company for the year 2016 to be held at Falcon Room I, Basement, Gloucester Luk Kwok Hong Kong, 72 Gloucester Road, Wanchai, Hong Kong on Friday, 22 January 2016 at 9:30 a.m. (and at any adjournment thereof).

Please tick (“�”) the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll [(Note][4)] .

	TO BE HELD ON FRIDAY, 22 JANUARY 2016(OR ANY ADJOURNMENT THEREOF)	TO BE HELD ON FRIDAY, 22 JANUARY 2016(OR ANY ADJOURNMENT THEREOF)	TO BE HELD ON FRIDAY, 22 JANUARY 2016(OR ANY ADJOURNMENT THEREOF)
	I/We_(Note2)ofbeing the registered holder(s) of shares in the issued share capital of China Maple Leaf Educational Sappoint the Chairman of the meeting(Note 3)_ orofas my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the annCompany for the year 2016 to be held at Falcon Room I, Basement, Gloucester Luk Kwok Hong Kong, 7on Friday, 22 January 2016 at 9:30 a.m. (and at any adjournment thereof).Please tick (“�”) the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll_(Note_			ystems Limited (the “Company”) herebyual general meeting (the “AGM”) of the2 Gloucester Road, Wanchai, Hong Kong 4).
				ystems Limited (the “Com
				ual general meeting (the “2 Gloucester Road, Wanch 4).
			ORDINARY RESOLUTIONS	FOR	AGAINST
		1.	To receive and consider the audited consolidated financial statements and the reports of the diand auditors for the year ended 31 August 2015.	rectors
		2.	(a)To re-elect Mr. Peter Humphrey Owen as an independent non-executive director of the Co(the “Director”).	mpany
			(b)To re-elect Mr. Chak Kei Jack Wong as an independent non-executive Director.
			(c)To re-elect Mr. Lap Tat Arthur Wong as an independent non-executive Director.
			(d)To authorize the board of Directors (the “Board”) to fix the respective Directors’ remune	ration.
		3.	To re-appoint Deloitte Touche Tohmatsu as auditors and to authorize the Board to fixremuneration.	their
		4.	To give a general mandate to the Directors to repurchase shares of the Company not exceedinof the total number of issued shares of the Company as at the date of passing of this resolut	g 10%ion.
		5.	To give a general mandate to the Directors to allot, issue and deal with additional shares	of the
		6.
		7.
		Dated	Signature(s)(Note 5)

Notes:

1. Please insert the number of shares 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). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.

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

3. 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 and address of the proxy desired in the space provided. Any shareholder of the Company entitled to attend and vote at the AGM is entitled to appoint more than one proxy to attend and vote instead of him. A proxy need not be a shareholder of the Company.

4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK (“ � ”) THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK (“ � ”) THE BOX MARKED “AGAINST”. If no direction is given, your proxy will vote or abstain at his discretion.

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 either under its common seal or under the hand of an officer or attorney so authorized. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

6. In case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of 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 of the Company.

7. In order 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 certified copy thereof, must be deposited at the Company’s share registrar in Hong Kong, Tricor Investor Services 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 AGM or any adjournment thereof.

8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM if you so wish.

* For identification purposes only