China Netcom Technology Holdings Limited — Proxy Solicitation & Information Statement 2017

Jun 23, 2017

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FORM OF PROXY

For use at the extraordinary general meeting on Friday, 14 July 2017 (or any adjournment thereof)

I/We[(Note][a)]

of

being the registered holder(s) of[(Note][b)]

ordinary share(s) of HK$0.005 each in the capital of China Netcom Technology Holdings Limited (the ‘‘Company’’) hereby appoint the chairman of the extraordinary general meeting of the Company (the ‘‘Meeting’’), or of

to act as my/our proxy[(Note][c)] at the Meeting to be held at United Conference Centre, 10/F., United Centre, 95 Queensway, Admiralty, Hong Kong on Friday, 14 July 2017 at 10:00 a.m. or at any adjournment thereof and to vote on my/our behalf as directed below:

Please tick (P) in the appropriate boxes below to indicate how you wish your vote(s) to be cast.

	ORDINARY RESOLUTION	FOR(Note d)	AGAINST(Note d)
1.	To approve the Subscription Agreement and the transactions contemplated
	thereunder including the grant of the Specific Mandate.

Date: Signature:[(Note][f,][g,][h,][i][and][j)]

Notes:

• a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.

• b. 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 in the capital of the Company registered in your name(s).

• c. A proxy need not be a member of the Company. If you wish to appoint some person other than the chairman of the Meeting as your proxy, please delete the words ‘‘the chairman of the extraordinary general meeting of the Company (the ‘‘Meeting’’), or’’ and insert the name and address of the person appointed as your proxy in the space provided.

• d. Please indicate with a ‘‘P’’ in the relevant box the way you wish your votes to be cast. If this form of proxy when returned is duly signed but without specific direction on the proposed resolution, the proxy will vote or abstain at his/her discretion in respect of the proposed resolution. A proxy will also be entitled to vote or abstain at his/her discretion on any amendment of a resolution put to the Meeting.

• e. The full text of the resolution is set out in the notice of the Meeting.

• f. In the case of joint registered holders of any share(s), this form of proxy may be signed by any joint registered holder, but if more than one joint registered holder are present at the Meeting, whether in person or by proxy, that one of the joint registered holders whose name stands first on the register of members of the Company in respect of the relevant jointly registered share shall alone be entitled to vote in respect thereof to the exclusion of the votes of the other joint registered holders.

• g. This form of proxy must be signed by a member of the Company, or his/her attorney duly authorised in writing, or if the member is a corporation, either under its common seal or under the hand of an officer or attorney so authorised.

• h. In order to be valid, the form of proxy, together with a power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power or authority must be deposited at the Company’s branch share registrar in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre 183 Queen’s Road East, Hong Kong no later than Wednesday, 12 July 2017 at 10:00 a.m. (Hong Kong Time).

• i. In the case of joint holders of shares of the Company, any one of such holders may attend and vote at the Meeting, either personally or by proxy, in respect of such shares as if he was solely entitled thereto, but if more than one of such joint holders are present at the Meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such shares shall alone be entitled to vote in respect thereof.

• j. The register of members will be closed from Tuesday, 11 July 2017 to Friday, 14 July 2017 both days inclusive, during which no transfer of shares will be registered. In order to be entitled to attend and vote at the Meeting to be held on Friday, 14 July 2017, all properly completed transfer forms accompanied by the relevant share certificates must be lodged with the branch share registrar of the Company in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong no later than 4:30 p.m. (Hong Kong Time) on Monday, 10 July 2017.

• k. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish.