CITIC Limited — Proxy Solicitation & Information Statement 2017

Apr 24, 2017

CITIC Limited

Proxy Form for Annual General Meeting

I/We,[(1)] of

being the registered holder(s) of shares[(2)] in CITIC Limited (the “Company”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING or[(3)]

as my/our proxy to attend, vote and act for me/us at the Annual General Meeting (and at any adjournment thereof) of the Company to be held at Salon 4–6, Level 3, JW Marriott Hotel Hong Kong, Pacific Place, 88 Queensway, Hong Kong on Tuesday, 13 June 2017 at 11:00 a.m. for the purpose of considering and, if thought fit, passing the Resolutions set out in the Notice convening the said meeting and at such meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the Resolutions as indicated below.[(4)]

of

ORDINARY RESOLUTIONS

FOR AGAINST

1	To adopt the audited financial statements and the Reports of the Directors and the Auditor for the year ended 31
	December 2016
2	To declare a final dividend for the year ended 31 December 2016
3	To re-elect Mr. Chang Zhenming as Director of the Company
4	To re-elect Mr. Liu Yeqiao as Director of the Company
5	To re-elect Mr. Liu Zhongyuan as Director of the Company
6	To re-elect Dr. Xu Jinwu as Director of the Company
7	To re-elect Ms. Lee Boo Jin as Director of the Company
8	To re-appoint Messrs. PricewaterhouseCoopers as the Auditor of the Company and authorise the Board of Directors
	to fix their remuneration
9	To grant a general mandate to the Directors to issue and dispose of additional shares not exceeding 20% of the
	number of shares of the Company in issue as at the date of this resolution(5)
10	To grant a general mandate to the Directors to purchase or otherwise acquire shares of the Company not exceeding
	10% of the number of shares of the Company in issue as at the date of this resolution(5)

Dated thisday of2017Signed	Dated thisday of2017Signed
Notes1Full name(s) and address(es) to be inserted in B2Please insert the number of shares registered inthis proxy form will be deemed to relate to all	LOCK CAPITALS.your name(s). If no number is inserted,the shares in the Company registered in6This proxy form must be signedin the case of a corporation, mustofficer or attorney duly authorise	by you or your attorney duly authorised in writing or,be either under its common seal or under the hand of and.

• Notes 1 Full name(s) and address(es) to be inserted in BLOCK CAPITALS . 2 Please insert the number of shares registered in your name(s). If no number is inserted, this proxy form will be deemed to relate to all the shares in the Company registered in your name(s).

  • 7 In the case of joint registered holders the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) 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.

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

  • 8 To be valid, this proxy form, together with the power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company’s registered office at 32nd Floor, CITIC Tower, 1 Tim Mei Avenue, Central, Hong Kong not less than 48 hours (excluding any part of a day that is a public holiday) before the time appointed for the holding of the Annual General Meeting or any adjournment thereof.

• 4 IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “AGAINST”. Failure to complete any or all the boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Annual General Meeting other than those referred to in the Notice convening the Annual General Meeting.

  • 9 A shareholder entitled to attend and vote at the Annual General Meeting is entitled to appoint one or more proxies to attend and, on a poll, vote on his/her behalf. A proxy need not be a member of the Company but must attend the Annual General Meeting in person to represent you.

• 5 The full text of Resolutions 9 and 10 are set out in the Notice of the Annual General Meeting which is available on the website of the Company and sent to all shareholders on 25 April 2017.

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

PERSONAL INFORMATION COLLECTION STATEMENT

“Personal Data” in this proxy form has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Cap 486 (“PDPO”), which includes your and your proxy’s name and address.

Your and your proxy’s Personal Data provided in this proxy form will be used in connection with processing your request for the appointment of a proxy to attend, act and vote on your behalf as directed above at the Annual General Meeting. The supply of your and your proxy’s Personal Data is on a voluntary basis. However, we may not be able to process your request unless you provide us with your and your proxy’s Personal Data.

Your and your proxy’s Personal Data will be disclosed or transferred to the Company’s share registrar and/or other companies or bodies for the purpose stated above, or when it is required to do so by law, for example, in response to a court order or a law enforcement agency’s request, and will be retained for such period as may be necessary for our verification and record purpose.

By providing your proxy’s Personal Data in this proxy form, you should have obtained the express consent (which has not been withdrawn in writing) from your proxy in using his/her Personal Data provided in this proxy form and that you have informed your proxy of the purpose for and the manner in which his/her Personal Data may be used.

You/your proxy have/has the right to request access to and/or correction of your/your proxy’s Personal Data respectively in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your/your proxy’s Personal Data should be in writing by the following means: By mail to: Privacy Compliance Officer

Tricor Tengis Limited

Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong