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Dida Inc. Proxy Solicitation & Information Statement 2007

Mar 14, 2007

50671_rns_2007-03-14_9c1daa53-48da-407b-8fb6-64b45bba23b4.pdf

Proxy Solicitation & Information Statement

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==> picture [65 x 48] intentionally omitted <==

CHINA SHIPPING DEVELOPMENT COMPANY LIMITED

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

(Stock code: 1138)

PROXY FORM FOR THE EXTRAORDINARY GENERAL MEETING FOR HOLDERS OF H SHARES TO BE HELD ON 30 APRIL 2007

I/We

of

am/are the shareholder(s) of China Shipping Development Company Limited (the “Company”),

holding

H Shares.

I/We hereby appoint

of

as my/our proxy/proxies, failing which, I/we hereby appoint the chairman of the Extraordinary General Meeting (“EGM”) as my/our proxy/proxies (please delete where appropriate) for H Shares which I/we hold in the share capital of the Company to attend and vote at the EGM to be held at 700 Dong Da Ming Road, Shanghai, The People’s Republic of China at 2:00 p.m. on Monday, 30 April 2007 or at any adjournment thereof. The proxy/proxies is/are authorised to vote on the resolutions according to the following instructions. In the absence of instructions, the proxy/proxies shall vote for or against the resolutions or abstain at their discretion.

Ordinary Resolution Ordinary Resolution Ordinary Resolution Ordinary Resolution For Against Against Abstain
1. To approve amendment of the Company’s scope of
operation by deleting “international passenger
transportation”
2. To approve, ratify and confirm the adoption of the
“Rules for Holders of Bonds”
3. To approve, ratify and confirm the four VLOC
construction agreements all dated 2 February 2007
4. To approve, ratify and confirm the two Tanker
construction agreements all dated 16 February 2007
5. To approve, ratify and confirm the six Tranker
construction agreements all dated 2 March 2007
6. To approve the appointment of Mr. Ma Zehua as an
executive director of the Company

Signature:

2007

Date:

Notes:

  • (A) The H Share register of the Company will be closed from Friday, 30 March 2007 to Monday, 30 April 2007 (both days inclusive), during which no transfer of H Shares will be effected. Any holders of H Shares of the Company, whose names appear on the Company’s Register of Members at the close of business on Thursday, 29 March 2007 are entitled to attend and vote at the EGM after completing the registration procedures for attending the meeting. In order to be entitled to attend and vote at the EGM and share transfer documents should be lodged with the Company’s H share registrar not later than 4:00 p.m. on Thursday, 29 March 2007.

The address of the share registrar (for share transfer) for the Company’s H Shares is as follows:

Hong Kong Registrars Limited Rooms 1712-1716 17th Floor Hopewell Centre 183 Queen’s Road East Wanchai Hong Kong

  • (B) Holders of H Shares and A Shares, who intend to attend the EGM, must complete the reply slips for attending the EGM and return them to the Office of the Secretary to the Board of Directors of the Company not later than 20 days before the date of the EGM, i.e. no later than Tuesday, 10 April 2007.

Details of the Office of the Secretary to the Board of Directors of the Company are as follows:

Room 1601, 700 Dong Da Ming Road, Shanghai, The People’s Republic of China Postal Code: 200080 Tel: 86(21) 6596 6666 Fax: 86(21) 6596 6160

  • (C) Each holder of H Shares who has the right to attend and vote at the EGM is entitled to appoint in writing one or more proxies, whether a shareholder or not, to attend and vote on his behalf at the EGM. A proxy of a shareholder who has appointed more than one proxy may only vote on a poll.

  • (D) The instrument appointing a proxy must be in writing under the hand of the appointor or his attorney duly authorised in writing. If that instrument is signed by an attorney of the appointor, the power of attorney authorising that attorney to sign, or other documents of authorisation, must be notarially certified.

  • (E) To be valid, the form of proxy, and if the form of proxy is signed by a person under a power of attorney or other authority on behalf of the appointor, a notarially certified copy of that power of attorney or other authority, must be delivered to the Company’s H Shares share registrar, Hong Kong Registrars Limited, Rooms 1702-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not less than 24 hours before the time for holding the EGM or any adjournment thereof in order for such documents to be valid.

  • (F) Each holder of A Shares is entitled to appoint in writing one or more proxies, whether a shareholder or not, to attend and vote on its behalf at the EGM. Notes (C) to (D) also apply to holders of A Shares, except that the proxy form or other documents of authority must be delivered to the Office of the Secretary to the Board of Directors, the address of which is set out in Note (B) above, not less than 24 hours before the time for holding the EGM or any adjournment, thereof in order for such documents to be valid.

  • (G) If a proxy attends the EGM on behalf of a shareholder, he should produce his identity card and the instrument signed by the proxy or his legal representative, which specifies the date of its issuance. If the legal representative of a legal person share shareholder attends the EGM, such legal representative should produce his identity card and valid documents evidencing his capacity as such legal representative. If a legal person share shareholder appoints a representative of a company other than its legal representative to attend the EGM, such representative should produce his identity card and an authorization instrument affixed with the seal of the legal person share shareholder and duly signed by its legal representative.

  • (H) The EGM is expected to last an hour. Shareholders attending the EGM are responsible for their own transportation and accommodation expenses.