Grand Baoxin Auto Group Limited — Proxy Solicitation & Information Statement 2018

May 25, 2018

Number of Shares to which this form of proxy relates (Note 1)

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GRAND BAOXIN AUTO GROUP LIMITED 廣匯寶信汽車集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1293)

FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING TO BE HELD AT NO. 3998 HONGXIN ROAD, MINHANG DISTRICT, SHANGHAI, THE PEOPLE’S REPUBLIC OF CHINA AT 10:30 A.M. ON 15 JUNE 2018

I/We (Note 2)

of

being the registered holder(s) in the share capital of Grand Baoxin Auto Group Limited (the ‘‘ Company ’’) HEREBY APPOINT (Note 3)

of

or failing him/her, the Chairman of the EGM as

my/our proxy to attend, act and vote on my/our behalf at the EGM to be held at No. 3998 Hongxin Road, Minhang District, Shanghai, the PRC at 10: 30 a.m. on 15 June 2018 and at any adjournment thereof and to vote for me/us and in my/our name(s) in respect of such resolution as indicated below and, if no such indicationhave the sameis given,meaningsat my/ouras definedproxy’sin ownthe Company’sdiscretion. circularIn this reviseddated 25formMayof2018proxy,(theunless“ Circular the context”). otherwise requires, capitalised terms used herein shall

• ORDINARY RESOLUTION FOR (Note 4) AGAINST (Note 4)

• (1) (a) the Sale and Leaseback Framework Agreement and the transactions contemplated thereunder be and hereby approved and confirmed AND the fixing of the respective Annual Caps as disclosed in the Circular be and is hereby approved and confirmed; and

• (b) the Directors acting together or by committee, or any Director acting individually, be and is/are hereby authorised to do all such acts and things (including, without limitation, signing, execution (under hand or under seal), perfection and delivery of all documents) on behalf of the Company as he or they may, in his/their absolute discretion, consider necessary, desirable or expedient for the purposes of, or in connection with, the performance and implementation of the Sale and Leaseback Framework Agreement and any other documents relating thereto or contemplated thereby (in each case amended if necessary) and to make or agree such alterations, amendments and additions thereto as the Director(s) may, in his/ their absolute discretion, consider necessary, desirable or expedient in the interests of the Company. day of 2018 Signature(s) (Note 5)

Date:

Notes:

1. Please insert the number of Shares registered in your name(s). If no number is inserted, this revised form of proxy will be deemed to relate to all the Shares registered in your name(s). If more than one proxy is appointed, the number and class of Shares in respect of which each proxy so appointed must be specified.

2. Full name(s) and address(es) to be inserted in BLOCK CAPITALS as shown in the register of members of the Company. 3. Please insert the name and address of the proxy. If no name is inserted, the Chairman of the EGM will act as your proxy. Any Shareholder entitled to attend and vote at the EGM may appoint one or more proxies to attend and vote on his/her/its behalf. A proxy need not be a Shareholder but must attend the meeting in person to represent you.

3. Important: If you wish to vote for the resolution, tick in the appropriate box marked ‘‘FOR’’. If you wish to vote against the resolution, tick in the appropriate box marked ‘‘AGAINST’’. Failure to tick a box will entitle your proxy to cast your 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 referred to above.

4. This revised form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, either under seal or under the hand of an officer or attorney duly authorised.

5. Where there are joint registered holders, any one of such persons may vote at the meeting, either personally or by proxy, in respect of such Shares as if he/she were solely entitled thereto; but if more than one of such joint registered holders are present at the meeting personally or by proxy, then the registered holder so present whose name stands first on the register of members of the Company in respect of such Shares will alone be entitled to vote in respect thereof.

6. In order to be valid, this revised form of proxy along with the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of such power or authority, must be completed and lodged at the branch share registrar of the Company in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less 48 hours before the time fixed for holding the meeting or any adjournment meeting thereof. Completion and return of the revised form of proxy will not preclude you from attending the meeting and voting in person at the meeting or any adjournment thereof and, in such event, the relevant revised form of proxy shall be deemed to be revoked.

8. Any alteration made to this revised form of proxy must be initialled by the person who signs it.

PERSONAL INFORMATION COLLECTION STATEMENT

ofYoura proxysupply(orofproxies)your andandyouryourproxy’svoting(orinstructionsproxies’) name(s)for the EGMand address(es)(the “ Purposes is on”).a voluntaryWe may transferbasis foryourthe purposeand yourofproxy’sprocessing(or proxies’)your requestname(s)for theandappointmentaddress(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. You/your proxy (or proxies) has/have the right to request access to and/or correction of the relevant personal data in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by either of the following means:

By mail to:

By email to:

Personal Data Privacy Officer Computershare Hong Kong Investor Services Limited 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong hkinfo@computershare.com.hk

This document is made in English and Chinese. In case of any inconsistency, the English version shall prevail.