First Pacific Company Limited — Proxy Solicitation & Information Statement 2011

Apr 19, 2011

FORM OF PROXY

(Incorporated in Hong Kong with limited liability) (Stock Code: 86)

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I/We (Note 1)

of

being the registered holder(s) of (Note 2)

shares of HK$0.20 each in the capital of

SUN HUNG KAI & CO. LIMITED (the “Company”), HEREBY APPOINT (Note 3)

of

or failing him, the Chairman of the meeting as my/our proxy to act for me/us at the Annual General Meeting (“Meeting”) (or at any adjournment thereof) of the Company to be held at 21st Floor, The Lee Gardens, 33 Hysan Avenue, Causeway Bay, Hong Kong on Wednesday, 25 May 2011 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the resolutions (with or without modifications) as set out in the notice convening the Meeting (“Notice”) and at such Meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the said resolutions as hereunder indicated, or if no such indication is given, as my/our proxy thinks fit.

Resolutions	Resolutions		For		Against
				(Note 4)
1.	To receive and adopt the audited consolidated financial statements and the reports of the		�		�
	directors and auditor for the year ended 31 December 2010
2.	To declare a final dividend		�		�
3.	(a)	To re-elect Mr. Peter Anthony Curry as director	�		�
	(b)	To re-elect Mr. Roy Kuan as director	�		�
	(c)	To re-elect Mr. Joseph Tong Tang as director	�		�
	(d)	To re-elect Mr. Patrick Lee Seng Wei as director	�		�
	(e)	To re-elect Mr. Alan Stephen Jones as director	�		�
	(f)	To re-elect Mr. Carlisle Caldow Procter as director	�		�
	(g)	To fix the directors’ fees	�		�
4.	To re-appoint auditor and to authorize the board of directors to fix their remuneration		�		�
5.	A	To grant a general mandate to the directors to issue securities (Ordinary Resolution No.	�		�
		5A of the Notice)
	B	To grant a general mandate to the directors to repurchase shares (Ordinary Resolution	�		�
		No. 5B of the Notice)
	C	To extend the general mandate to the directors to issue securities (Ordinary Resolution	�		�
		No. 5C of the Notice)

Signature (Note 5)

Dated this day of 2011.

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint registered holders should be stated.

2. Please insert the number of shares of HK$0.20 each registered in your name(s) 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. Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY .

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK IN THE BOX MARKED “AGAINST”. Failure to complete the boxes will entitle your proxy to cast his/her vote at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the Notice.

5. 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 executed either under its common seal or under the hand of an officer or attorney duly authorized.

6. In the case of joint registered holders, any one of such holders may attend and vote at the Meeting either personally or by proxy, but if more than one of such joint registered holders be present at the Meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members in respect of the joint holding shall alone be entitled to vote in respect thereof.

7. To be valid, this form of proxy, together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the office of the Company’s share registrar, Tricor Secretaries Limited at 26/F, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time fixed for holding the Meeting or any adjournment thereof.

8. The proxy need not be a member of the Company but must attend the Meeting in person to represent you.

9. Completion and deposit of the form of proxy will not preclude you from attending and voting in person at the Meeting if you so wish. 10. ANY ALTERATION MADE IN THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.