CR Construction Group Holdings Limited — Proxy Solicitation & Information Statement 2011

Jul 26, 2011

CHINESE PEOPLE HOLDINGS COMPANY LIMITED 中民控股有限公司[*]

(incorporated in Bermuda with limited liability)

(stock code: 681)

FORM OF PROXY ANNUAL GENERAL MEETING TO BE HELD ON 29 AUGUST 2011

No. of shares to which this form of proxy relates [(Note 1)]

I/We [(Note 2)]

of

being the registered holder(s) of shares of HK$0.07 each (the “Shares”) in the issued share capital of CHINESE PEOPLE HOLDINGS COMPANY LIMITED (the “Company”) hereby appoint [(Note 3)] the Chairman of the 201 1 Annual General Meeting (the “Meeting”) or

of

or failing him of

as my/our proxy/proxies to attend and vote for me/us and on my/our behalf at the Meeting to be held at Function Room of Macau Jockey Club, 1st Floor, China Merchants Tower, Shun Tak Centre, 168-200 Connaught Road Central, Hong Kong on 29 August 2011, Monday, at 11:00 a.m. and at any adjournment thereof on the resolutions referred to in the notice of the annual general meeting of the Company set out in the circular of the Company dated 27 July 2011 and as indicated below:

	ORDINARY RESOLUTIONS	FOR(Note 4)	AGAINST(Note 4)
1.	To receive and adopt the audited consolidated financial statements and the reports of directorsand auditor of the Companyfor theyear ended 31 March 2011.
2.	(A)To re-elect Mr. Chu Kin Wang, Peleus as director of the Company.
	(B)To re-elect Dr. Liu Junmin as director of the Company.
	(C)To re-elect Mr. TanQinglian as director of the Company.
	(D)To fix the maximum number of directors of the Company.
	(E)To authorise the board of directors of the Company to fix the remuneration of thedirectors of the Company.
3.	To re-appoint SHINEWING (HK) CPA Limited as auditor of the Company and authorisethe board of directors of the Companyto fix their remuneration.
4.	To grant a general mandate to the directors of the Company to repurchase Shares notexceeding10% of the issued share capital of the Company.
5.	To grant a general mandate to the directors of the Company to issue new Shares not exceeding20% of the issued share capital of the Company.
6.	To extend the general mandate granted to the directors of the Company to issue Shares bythe amount of repurchased Shares.
7.	To approve the refreshment of 10% limit on the grant of options under the share optionscheme.

Dated this day of 2011.

Signature [(Note 5)]

Notes:

1. Please insert the number of Shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the Shares registered in your name(s).

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

3. If any proxy other than the Chairman of the Meeting is preferred, delete words “the Chairman of the 201 1 Annual General Meeting” and insert the name and address of the proxy desired in the space provided.

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE BOX MARKED “AGAINST” . Failure to tick a 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 (or any adjournment thereof) other than those referred to in the notice convening the Meeting.

5. This instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under its seal or under the hand of any officer, attorney or other person authorised to sign the same.

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 of such power of attorney or authority, must be deposited at the Company’s branch share registrar in Hong Kong, Tricor Tengis Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for holding the Meeting or any adjournment thereof.

7. Where there are joint holders of any Share, any one of such joint holders may vote, either in person or by proxy, in respect of such Share as if he/she were solely entitled thereto, but if more than one of such joint holders present at the Meeting personally or by proxy, the most senior shall alone be entitled to vote, whether in person or by proxy. For this purpose, seniority shall be determined by the order in which the names stand on the register of members of the Company in respect of the joint holding.

8. Any shareholder entitled to attend and vote at the Meeting convened by the above notice shall be entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not be a shareholder of the Company.

9. Any alteration made to this form of proxy must be initialed by the person who signs it.

10. Completion and deposit of the form of proxy will not preclude a shareholder of the Company from attending and voting in person at the Meeting convened or any adjourned meeting and in such event, the form of proxy will be deemed to be revoked.

• For identification purposes only