Dida Inc. — Proxy Solicitation & Information Statement 2009

Nov 4, 2009

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CHINA SHIPPING DEVELOPMENT COMPANY LIMITED 中海發展股份有限公司

(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 TO BE HELD ON TUESDAY, 22 DECEMBER 2009

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 687 Dong Da Ming Road, Shanghai, The People’s Republic of China at 2:00 p.m. on Tuesday, 22 December 2009 or at any adjournment thereof. The proxy/proxies is/are authorised to vote on the resolution(s) according to the following instructions. In the absence of instructions, the proxy/proxies shall vote for or against the resolution(s) or abstain at his/their discretion.

	Ordinary Resolutions			ForAgainst	ForAgainst	ForAgainst	Abstain	Abstain
	To approve, confirm and ratify the new services agreement dated 22 October 2009 (“NewServices Agreement”) entered into between the Company and 中國海運（集團）總公司(China
	Shipping (Group) Company) for the supply of shipping materials and services to the
	Company for a term of three years commencing from 1 January 2010 and ending on 31
	December 2012, the continuing connected transactions contemplated thereunder and the
	proposed annual caps for such continuing connected transactions contemplated thereunder;
	and to authorise the directors of the Company to do such other acts and things and execute
	such other documents which in their opinion may be necessary or	desirable to implement the
	New Services Agreement.
	To approve, confirm and ratify the financial services framework agreement dated 22 October
	2009 (“Financial Services Framework Agreement”) entered into between the Company and中國海運（集團）總公司(China Shipping (Group) Company) (“China Shipping”) whereby
	ChinaShippingshallprocureChinaShippingFinanceCompanyLimited(中國海運財務有限責任公司) to provide the Company and its subsidiaries with a range of
	financial services including (i) deposit services; (ii) loan services; (iii) settlement services
	and (iv) other financial services as approved by CBRC for a term of three years commencing
	from the date when all conditions precedent under the Financial Services Framework
	Agreement are satisfied and ending on the day immediately before the third anniversary of
	the commencement date, the continuing connected transactions contemplated thereunder and
	the proposed annual caps for the deposits and loans transactions contemplated thereunder;
	and to authorise the directors of the Company to do such other acts and things and execute
	such other documents which in their opinion may be necessary or	desirable to implement the
	Financial Services Framework Agreement.

Date: 2009

Signature:

Notes:

(A) The H Share register of the Company will be closed from Saturday, 21 November 2009 to Tuesday, 22 December 2009 (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 Friday, 20 November 2009, are entitled to attend and vote at the EGM after completing the registration procedures for attending the meeting. For the holders of H Shares, in order to be entitled to attend and vote at the EGM, their share transfer documents must be lodged with the Company’s H share registrar not later than 4:30 p.m. on Friday, 20 November 2009.

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, 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 Wednesday, 2 December 2009. 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 that proxy is a shareholder or not, to attend and vote on his behalf at the EGM.

(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) For holders of H Shares, 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 share registrar, Hong Kong Registrars Limited, at Rooms 1806-1807, 18th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 24 hours before the time appointed 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 that proxy is a shareholder or not, to attend and vote on his/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 appointed 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 shareholder which shareholder is a legal person, attends the EGM, such legal representative should produce his identity card and valid documents evidencing his capacity as such legal representative. If a shareholder which is a legal person appoints a company representative 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 that shareholder (which is a legal person) and duly signed by its legal representative.

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