Dida Inc. — Proxy Solicitation & Information Statement 2011

Feb 15, 2011

The Securities and Futures Commission of Hong Kong, Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

==> picture [65 x 49] intentionally omitted <==

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)

NOTICE OF THE EXTRAORDINARY GENERAL MEETING

Notice is hereby given that an extraordinary general meeting of China Shipping Development Company Limited (the “ Company ”) will be held at 700 Dong Da Ming Road, Shanghai, the People’s Republic of China on Wednesday, 6 April 2011 at 2:00 p.m. to consider and, if thought fit, pass the following resolutions as ordinary resolutions and special resolutions (as the case may be):

ORDINARY RESOLUTIONS

1. “ THAT the feasibility analysis report on use of proceeds from the public issuance of A Share Convertible Bond as set out in Appendix II to the circular of China Shipping Development Company Limited dated 16 February 2011 be and is hereby approved.”

2. “ THAT the Report of China Shipping Development Company Limited (the “ Company ”) on Utilisation of Proceeds from Previous Issuance (A Share Convertible Bonds) as set out in Appendix III to the circular of the Company dated 16 February 2011 be and is hereby approved.”

3. “ THAT the board of directors of China Shipping Development Company Limited (the “ Company ”) and its authorized delegates be and are hereby authorized to take any further actions, do such other acts and things and execute such other documents which in their opinion may be necessary or desirable to implement the proposed issue of the convertible bonds, details of which are set out in the Company’s circular dated 16 February 2011.”

4. “ THAT the appointment of Mr. Yan Zhichong as an executive director of China Shipping Development Company Limited be and is hereby approved and the terms of the service contract of Mr. Yan Zhichong, details of which are set out in the circular of China Shipping Development Company Limited (the “ Company ”) dated 16 February be and is hereby approved and any director of the Company be and is hereby authorised to make any further amendments to such service contract as he sees fit or desirable and execute the same on behalf the Company.”

— 1 —

SPECIAL RESOLUTIONS

1. “ THAT China Shipping Development Company Limited’s (the “ Company ”) eligibility to issue A share convertible bonds, details of which are set out in the Company’s circular dated 16 February 2011, be and is hereby approved.”

2. “ THAT each of the following items in respect of the issue of convertible bonds as set out in the circular of China Shipping Development Company Limited dated 16 February 2011 be and is hereby approved:

   • (1) Type of bond issue

   • (2) Size of issue

   • (3) Term

   • (4) Face value and issue price

   • (5) Interest rate

   • (6) Interest payment

   • (7) Conversion period

   • (8) Determination of conversion price

   • (9) Adjustment and calculation method of conversion price

   • (10) Terms for downward adjustment of conversion price

   • (11) Method on handling fractional shares upon conversion

   • (12) Terms on Redemption

   • (13) Terms on sale back

   • (14) Dividend distribution post conversion

   • (15) Mode of issue and subject of issue

   • (16) Placement arrangements for original shareholders

   • (17) Matters relating to meetings of bond holders

   • (18) Use of proceeds from this bond issue

— 2 —

• (19) Matters relating to guarantees

• (20) Effective period of this convertible bond issue.”

By Order of the Board China Shipping Development Company Limited Yao Qiaohong Company Secretary

16 February 2011 Shanghai The People’s Republic of China

• (A) The H share register of the Company will be closed from Saturday, 5 March 2011 to Wednesday, 6 April 2011 (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, 4 March 2011, 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, share transfer documents should be lodged with the Company’s H share registrar not later than 4:30 p.m. on Friday, 4 March 2011.

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 and return the reply slip 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 Thurday, 17 March 2011.

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, People’s Republic of China Postal Code: 200080 Tel: 86(21) 6596 6666 Fax: 86(21) 6596 6160

— 3 —

• (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.

• (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, for the 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 Shares share registrar, Hong Kong Registrars Limited, at 17M Floor Hopewell Centre, 163 Queen’s Road East, Wanchai, Hong Kong, not less than 24 hours before the time for holding the EGM and the relevant class meetings 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 and the relevant class meetings. 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 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 of a company other than its legal representative to attend the EGM and the relevant class meetings, such representative should produce his identity card and an authorization instrument affixed with the seal of the shareholder (which is a legal person) and duly signed by its legal representative.

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

• (I) As at the date of this notice, the board of directors of the Company is comprised of Mr. Li Shaode, Mr. Ma Zehua, Mr. Lin Jianqing, Mr. Wang Daxiong, Mr. Zhang Guofa and Mr. Qiu Guoxuan as executive Directors, and Mr. Zhu Yongguang, Mr. Gu Gongyun, Mr. Zhang Jun and Mr. Lu Wenbin as independent non-executive Directors.

— 4 —