CR Construction Group Holdings Limited — Proxy Solicitation & Information Statement 2016

Sep 22, 2016

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CHINESE PEOPLE HOLDINGS COMPANY LIMITED ���������������

(incorporated in Bermuda with limited liability) (stock code: 681)

FORM OF PROXY SPECIAL GENERAL MEETING TO BE HELD ON 14 OCTOBER 2016

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 Special General Meeting (the “Meeting”)

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 Conference Room, 1st Floor No. 36 BDA International Business Park, No. 2 Jingyuan North Street, Economic Technological Development Area, Beijing, China on Friday, 14 October 2016 at 1:30 p.m. and at any adjournment thereof on the resolution(s) referred to in the notice of the special general meeting of the Company set out in the circular of the Company dated 23 September 2016 (the “Notice”) and as indicated below:

	ORDINARY RESOLUTION	FOR(Note 4)	AGAINST(Note 4)
1.	To approve the allotment and issue of an aggregate of 15,000,000 ordinary shares of the Company to Mr. Zhang Hesheng at an
	aggregate subscription price of HK$1.00, as set out in the resolution No. 1 in the Notice.
2.	To approve the allotment and issue of an aggregate of 69,000,000 ordinary shares of the Company to Mr. Chu Kin Wang Peleus at
	an aggregate subscription price of HK$1.00, as set out in the resolution No. 2 in the Notice.
3.	To approve the allotment and issue of an aggregate of 22,000,000 ordinary shares of the Company to Mr. Fan Fangyi at an
	aggregate subscription price of HK$1.00, as set out in the resolution No. 3 in the Notice.
4.	To approve the allotment and issue of an aggregate of 20,000,000 ordinary shares of the Company to Mr. Jin Song at an aggregate
	subscription price of HK$1.00, as set out in the resolution No. 4 in the Notice.
5.	To approve the allotment and issue of an aggregate of 5,000,000 ordinary shares of the Company to Dr. Liu Junmin at an aggregate
	subscription price of HK$1.00, as set out in the resolution No. 5 in the Notice.
6.	To approve the allotment and issue of an aggregate of 5,000,000 ordinary shares of the Company to Prof. Zhao Yanyun at an
	aggregate subscription price of HK$1.00, as set out in the resolution No. 6 in the Notice.
7.	To approve the allotment and issue of an aggregate of 5,000,000 ordinary shares of the Company to Mr. Sin Ka Man at an
	aggregate subscription price of HK$1.00, as set out in the resolution No. 7 in the Notice.
8.	To approve the allotment and issue of an aggregate of 17,000,000 ordinary shares of the Company to Mr. Tse Ting Kwan at an
	aggregate subscription price of HK$1.00, as set out in the resolution No. 8 in the Notice.
9.	To approve the allotment and issue of an aggregate of 10,000,000 ordinary shares of the Company to Ms. Li Fun Replen at an
	aggregate subscription price of HK$1.00, as set out in the resolution No. 9 in the Notice.
10.	To approve the allotment and issue of an aggregate of 10,000,000 ordinary shares of the Company to Mr. Li Li at an aggregate
	subscription price of HK$1.00, as set out in the resolution No. 10 in the Notice.
11.	To approve the allotment and issue of an aggregate of 12,000,000 ordinary shares of the Company to Mr. Liu Xuanyu at an
	aggregate subscription price of HK$1.00, as set out in the resolution No. 11 in the Notice.
12.	To approve the allotment and issue of an aggregate of 12,000,000 ordinary shares of the Company to Mr. Bian Luming at an
	aggregate subscription price of HK$1.00, as set out in the resolution No. 12 in the Notice.
13.	To approve the allotment and issue of an aggregate of 5,000,000 ordinary shares of the Company to Ms. Yu Qianzi at an aggregate
	subscription price of HK$1.00, as set out in the resolution No. 13 in the Notice.
14.	To approve the allotment and issue of an aggregate of 1,000,000 ordinary shares of the Company to Mr. Yang Yigui at an aggregate
	subscription price of HK$1.00, as set out in the resolution No. 14 in the Notice.
15.	To approve the increase of authorised share capital of the Company from HK$560,000,000, divided into 7,999,999,999 shares
	of HK$0.07 each (“Share(s)”), to HK$2,660,000,000.07, divided into 38,000,000,000 Shares, by the creation of an additional
	30,000,000,001 Shares, as set out in the resolution No. 15 in the Notice.

Dated this

day of

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 Special 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.