Dadi International Group Limited — Proxy Solicitation & Information Statement 2010

Nov 29, 2010

==> picture [61 x 60] intentionally omitted <==

XING LIN MEDICAL INFORMATION TECHNOLOGY COMPANY LIMITED 杏林醫療信息科技有限公司[*]

(Incorporated in the Cayman Islands and continued in Bermuda with limited liability) (Stock Code: 8130)

Form of proxy for use at the special general meeting to be held on Thursday, 16 December 2010

I/We[1]

of

being a member of Xing Lin Medical Information Technology Company Limited (the “ Company ”) and the registered holder(s) of shares[2] of HK$0.01 each in the capital of the Company, HEREBY APPOINT THE

CHAIRMAN OF THE MEETING, or[3] of

as my/our proxy to vote and act for me/us at the special general meeting (and at any adjournment thereof) of the Company (the “ Meeting ”) to be held at Board Room, 1st Floor, South Pacific Hotel, 23 Morrison Hill Road, Wanchai, Hong Kong on Thursday, 16 December 2010 at 11:00 a.m. for the purpose of considering and, if thought fit, passing, with or without modification, the resolution set out in the notice convening the Meeting (the “ Notice ”) and at such Meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolution as indicated below, or if no such indication is given, as my/our proxy thinks fit.

• ORDINARY RESOLUTIONS FOR[4] AGAINST[4]

• 1. (a) To approve, ratify and confirm the conditional placing agreement dated 8 October 2010 (the “ Placing Agreement ”) entered into between the Company and Kingston Securities Limited (the “ Placing Agent ”) pursuant to which, inter alia, the Company agrees to place, through the Placing Agent, on a best efforts basis, up to 1,600,000,000 new shares of the Company at a price of HK$0.10 per share (the “ Placing Shares ”) in one or more tranches; (b) to approve the allotment and issue of the Placing Shares pursuant to and in accordance with the terms and conditions of the Placing Agreement; and (c) to authorise any one director of the Company to exercise all powers to effect the placing and the Placing Agreement.
• 1. (a) To approve the conditional subscription agreement dated 8 October 2010 (the “ Subscription Agreement ”) relating to proposed issue of convertible bonds in the aggregate principal amount of HK$150,000,000 (the “ Convertible Bonds ”); (b) to approve the allotment and issue 1,500,000,000 conversion shares at an initial conversion price of HK$0.10 upon exercising the conversion right attaching to the Convertible Bonds in full (the “ Conversion Shares ”); (c) to authorise any one director of the Company to exercise all powers to effect the Subscription Agreement, the issue of the Conversion Bonds and the issue and allotment of the Conversion Shares into effect.

Dated this

day of 2010 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) to which the proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s).

2. If any proxy other than the Chairman is preferred, strike out “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 WHO SIGNS IT .

3. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “AGAINST” . Failure to complete any or all the boxes will entitle your proxy to cast his votes 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 the Notice convening the Meeting.

4. 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.

5. 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 holder(s), and for this purpose seniority will be determined by the order in which the names stand in the Register of Members of the Company.

6. To be valid, this form of proxy, together with any power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company’s branch share registrar, Tricor Secretaries Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong no later than 48 hours before the appointed time for the holding of the Meeting (or at any adjournment thereof).

7. A proxy need not be a member of the Company but must attend the Meeting in person to represent you. 9. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting if you so wish.

• For identification purposes only