COSCO SHIPPING Holdings Co., Ltd. — Proxy Solicitation & Information Statement 2012

Nov 1, 2012

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中國遠洋控股股份有限公司 China COSCO Holdings Company Limited[*]

(a joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock code: 1919)

Form of proxy for the extraordinary general meeting to be held on 19 December 2012

I/We (note 1)

of

being the registered holder(s) of (note 2) shares of RMB1.00 each in the share capital of China COSCO Holdings Company Limited (the “ Company ”) HEREBY APPOINT THE CHAIRMAN OF THE MEETING or (note 3)

of

as my/our proxy to attend and act for me/us at the extraordinary general meeting of the Company to be held at 10:00 a.m. on Wednesday, 19 December 2012 at Function Room, 47th Floor, COSCO Tower, 183 Queen’s Road Central, Hong Kong and Conference Center, Ocean Plaza, 158 Fuxingmennei Avenue, Xicheng District, Beijing, the People’s Republic of China (the “ Meeting ”) (and at any adjournment of it) for the purposes of considering and, if thought fit, passing the resolutions as set out in the notice convening the Meeting and at the Meeting (and at any adjournment of it) to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below. Unless otherwise stated, terms used in the circular of the Company dated 2 November 2012 in connection with the ordinary resolutions below shall have the same meaning when used herein.

				ORDINARY RESOLUTIONS	For (note 5)Against (note 5)Abstain _(note _	For (note 5)Against (note 5)Abstain _(note _	For (note 5)Against (note 5)Abstain _(note _	For (note 5)Against (note 5)Abstain _(note _	For (note 5)Against (note 5)Abstain _(note _	For (note 5)Against (note 5)Abstain _(note _	5)
1.		Ordinary		resolution 1 (note 4)
2.		Ordinary		resolution 2 (note 4)

Date:

Signature(s) (note 6) :

Notes:

1. Full name(s) (in Chinese and English, as shown in the register of members) and registered address(es) to be inserted in BLOCK CAPITALS .

2. Please insert the class and number of shares registered in the name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all shares of 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 or” and insert the name and address of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote in his stead. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT .

4. The full text of the ordinary resolutions are set out in the notice of the Meeting contained in the circular issued by the Company dated 2 November 2012 which is sent to the Shareholders of the Company together with this form of proxy.

5. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK THE BOX MARKED “FOR” BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK THE BOX MARKED “AGAINST” BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK THE BOX MARKED “ABSTAIN” BESIDE THE APPROPRIATE RESOLUTION. Any shares voted as “abstain” will be counted in the calculation of the required majority. If no direction is given, your proxy may vote or abstain 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.

6. This form of proxy must be signed by you or your attorney duly authorized in writing. In the case of a corporation, this form of proxy must be either under its common seal or under the hand of its director(s) or duly authorized attorney(s). If this form of proxy is signed by an attorney of the shareholder, the power of attorney authorizing that attorney to sign or other authorization document must be notarized.

7. In order to be valid, this form of proxy together with the power of attorney or other authorization document (if any) must be deposited at the Company’s Hong Kong H share registrar, Computershare Hong Kong Investor Services Limited at Shops 1806-1807, 18th Floor, Hopewell Center, 183 Queen’s Road East, Hong Kong not less than 24 hours before the time appointed for the holding of the Meeting or any adjournment of it (as the case may be). Completion and return of a form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish.

8. Shareholders or their proxies attending the Meeting shall produce their identity documents.

9. A proxy need not be a shareholder of the Company but must attend the Meeting in person to represent you.

• The Company is registered as a non-Hong Kong company under Part XI of the Companies Ordinance (Chapter 32 of the Laws of Hong Kong) under its Chinese name “ 中國遠洋控股股份有限公司 ” and its English name “China COSCO Holdings Company Limited”.