Deewin Tianxia Co., Ltd — Proxy Solicitation & Information Statement 2014

Oct 23, 2014

China Development Bank International Investment Limited 國開國際投資有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1062)

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING

I/We, [(Note][1)]

of being the registered holder(s) of [(Note][2)] shares of HK$0.01 each in the issued share capital of China Development Bank International Investment Limited (the “ Company ”), hereby appoint [(Note][3)]

of

or [(Note][4)] the Chairman of the EGM (as defined below), as my/our proxy to attend, act and vote on my/our behalf at the extraordinary general meeting of the Company to be held at 10th Floor, Winland International Financial Center, No. 7 Financial Street, Xicheng District, Beijing, the People’s Republic of China on Thursday, 13 November 2014 at 11:00 a.m. (the “ EGM ”) and at any adjournment thereof in respect of the resolution set out in the notice of the EGM (the “ Notice ”) as hereunder indicated.

	Ordinary Resolution For (Note 5) Against (Note 5) To approve, ratify and confirm Jade Sino Subscription Agreement and the Subscription, details of which are set out in the circular of the Company dated 24 October 2014.

Full text of the above resolution is set out in the notice of EGM dated 24 October 2014.

Dated this day of , 2014. Signature(s) [(Note][6)] :

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

2. Please insert the number of shares of HK$0.01 each in the issued share capital of the Company registered in your name(s) and to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the capital of the Company registered in your name(s).

3. A member entitled to attend and vote at the EGM is entitled to appoint a proxy to attend and vote on his behalf. A proxy need not be a member of the Company, but must attend the EGM in person to represent you.

4. If any proxy other than the Chairman of the EGM is preferred, strike out the words “the Chairman of the EGM” and insert the name and address of the proxy desired in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE EGM WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIATED BY THE PERSON WHO SIGNS IT.

5. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE 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 EGM other those referred to in the Notice.

6. This form of proxy must be signed by you or your attorney duly authorized in writing, or, in case of a corporation, the form of proxy must be executed under its common seal or under the hand of an officer of the corporation or attorney duly authorized on that corporation’s behalf.

7. To be valid, this form of proxy and the power of attorney, or other authority (if any) under which it is signed (or a notarially certified copy thereof) must be deposited at the Hong Kong branch share registrar of the Company, Tricor Standard Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time for holding the EGM or any adjourned meeting.

8. Completion and return of this form of proxy will not preclude you from attending and voting at the EGM or any adjournment thereof if you so wish. In that event this form of proxy will be deemed to be revoked.

9. In the case of joint holders of any share in the issued share capital of the Company, the vote of the person, whether attending in person or by proxy, whose name stands first on the Register of Members of the Company in respect of such share shall be accepted to the exclusion of the vote(s) of the other joint holder(s).