Continental Aerospace Technologies Holding Limited — Proxy Solicitation & Information Statement 2007

Dec 2, 2007

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CATIC INTERNATIONAL HOLDINGS LIMITED

*

(Incorporated in Bermuda with limited liability)

(Stock Code: 232)

PROXY FORM FOR SPECIAL GENERAL MEETING

I/We, (note1)

of

being the registered holder(s) of (note 2)

ordinary shares of HK$0.10 each in the capital of CATIC International Holdings Limited (the “ Company ”), HEREBY APPOINT (note 3)

of

or failing him/her, the chairman of the meeting as my/our proxy to act for me/us at the Special General Meeting (the “Meeting”) (or at any adjournment thereof) of the Company to be held at Narcissus Room, 27/F., The Park Lane Hong Kong, 310 Gloucester Road, Hong Kong on 20 December 2007 at 10:00 a.m. for the purpose of considering and, if thought fit, passing with or without amendment, the resolution set out in the notice convening the Meeting and at the Meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of such resolution as hereunder indicated, and, if no such indication is given, as my/ our proxy thinks fit.

Ordinary Resolution

1. To approve the share transfer agreement dated 7 November 2007 entered into by CATIC General Aviation Holdings Limited (the “Purchaser”), a wholly-owned subsidiary of the Company, and China National Aero-Technology Import & Export Corporation (the “Vendor”), pursuant to which the Vendor has agreed to sell and the Purchaser has agreed to acquire 29.4% interests of CATIC Siwei Co., Ltd and the transactions contemplated thereunder.

Dated the day of 2007 Signature(s) (note 5)

Notes:

1. Full name(s) and address(es) must be inserted in BLOCK CAPITALS .

2. Please insert the number of shares of HK$0.10 each 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 Company registered in your name(s).

3. If any proxy other than the chairman of the meeting is preferred, strike out the words “the chairman of the meeting or” herein stated and insert the name and address of the proxy desired in the space provided in BLOCK CAPITALS. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY . The proxy need not be a member of the Company. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting if you so wish.

4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE INDICATE WITH A TICK IN THE RELEVANT BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE INDICATE WITH A TICK IN THE RELEVANT BOX MARKED “AGAINST ”. Failure to complete the box will entitle your proxy to cast your vote at his discretion. 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 convening the Meeting.

5. This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either under its common seal or under the hand of an officer or attorney duly authorized.

6. 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 notarially certified copy thereof, must be lodged with the branch share registrar of the Company in Hong Kong, Computershare Hong Kong, Investor Services Limited, at 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong not later than 48 hours before the time appointed for holding the Meeting or any adjournment thereof.

7. In the case of joint holders the vote of the senior who tenders a vote, whether in person or by proxy or by authorised representative, shall be accepted to the exclusion of the votes of the other joint holders; and for this purpose seniority shall be determined by the order in which the names stand in the register of members.

8. The Chairman will demand a poll on each of the question submitted for determination at the Special General Meeting. On a poll, every Shareholder present in person or by proxy or (being a corporation) is represented by proxy shall have one vote for every share held by him/her.

9. The full wording of the resolution to be proposed at the Special General Meeting is set out in the Notice of Special General Meeting which is set out in the circular dated 3 December 2007 dispatched to you along with this proxy form.

10. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT .

* For identification purpose only