Convenience Retail Asia Limited — Proxy Solicitation & Information Statement 2016

Apr 5, 2016

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CONVENIENCE RETAIL ASIA LIMITED 利亞零售有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 00831)

PROXY FORM

Form of proxy for use at the Annual General Meeting to be held on Tuesday, 17 May 2016 at 4:00 p.m.

I/We,1
of
being the registered holder(s) of2	shares of HK$0.10 each in the
capital of the above-named Company (the “Company”), hereby appoint3
of

or failing him/her, the Chairman of the Meeting as my/our proxy to attend and vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at Ground Floor, Hong Kong Spinners Industrial Building, Phases I & II, 800 Cheung Sha Wan Road, Kowloon, Hong Kong on Tuesday, 17 May 2016 at 4:00 p.m. and at any adjournment thereof on the undermentioned resolutions as indicated:

		ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS		FOR4	FOR4	AGAINST4	AGAINST4
1	To receive and adopt		the Audited Consolidated Financial Statements and
	Reports of the Directors and the Auditor of the Company and its subsidiaries for
	the year ended 31 December 2015
2	To declare final and special dividends
3	(i)To re-elect Dr. Victor FUNG Kwok King as Director
	(ii)To re-elect Mr. ZHANG Hongyi as Director
	(iii)To re-elect Mr. Benedict CHANG Yew Teck as Director
	(iv)To re-elect Mr. PAK Chi Kin as Director
4	To re-appoint PricewaterhouseCoopers as Auditor and authorise the Board to fix
	their remuneration
5	To give a general mandate to the Directors to allot and issue additional shares
	not exceeding 20%	of the number of issued shares of the Company
6	To give a general mandate to the Directors to repurchase shares of the Company
	not exceeding 10%	of the number of issued shares of the Company
7	To extend the general mandate given to the Directors to allot and				issue
	additional shares	of an amount not exceeding the		total number of shares
	repurchased by the Company

Dated this day of 2016 Signature[5]

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 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, please strike out the words “the Chairman of the Meeting” and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGNS IT. A proxy need not be a member of the Company but must attend the Meeting in person to represent you.

(4) Please indicate with a “✔” in the appropriate space beside each of the resolutions how you wish the proxy to vote on your behalf on a poll. If this form is returned duly signed, but without any indication, the proxy will vote for or against the resolutions or will abstain, at his discretion.

(5) This form of proxy must be signed by you or your attorney duly authorised 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 authorised.

• (6) In the 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 the votes of the other joint holders. For this purpose, seniority is determined by the order in which the names stand in the Register of Members in respect of the joint holding.

• (7) To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority shall be deposited with the Company’s Hong Kong branch share registrar, Tricor Abacus 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 Meeting or any adjourned Meeting. This form of proxy must not be deposited using electronic means.

• (8) The Chairman of the Meeting will demand a poll on each of the resolutions submitted for determination at the Meeting. On a poll, every member present in person or by a duly authorised corporate representative or by proxy shall have one vote for every share held by him/her. The results of the poll will be published on the websites of the Company at www.cr-asia.com and HKExnews at www.hkexnews.hk following the Meeting.