Guotai Haitong Securities Co., Ltd. — Proxy Solicitation & Information Statement 2019

Aug 16, 2019

==> picture [243 x 123] intentionally omitted <==

(Stock Code: 1168)

Proxy form for use at the special general meeting to be held at the Board Room, 28th Floor, Infinitus Plaza, 199 Des Voeux Road Central, Hong Kong on Wednesday, September 4, 2019 at 11:00 a.m. (or any adjournment thereof)

I/We[1]

of

being the registered holder(s) of[2]

shares of HK$0.10 each in the capital of Sinolink Worldwide Holdings Limited

(the “ Company ”) HEREBY APPOINT[3]

of

or failing him/her, the CHAIRMAN OF THE MEETING as my/our proxy to attend and vote for me/us at the special general meeting of the Companyat 11:00 a.m.to be(orheldanyat theadjournmentBoard Room,thereof)28th Floor,(the “Infinitus Meeting ”),Plaza,for 199the DespurposeVoeuxofRoadconsideringCentral, and,HongifKongthoughton Wednesday,fit, passing,Septemberwith or without4, 2019 modifications, the ordinary resolution as set out in the notice convening the Meeting[4] .

As ordinary resolution[10] For[4] Against[4] 1 (a) To approve, confirm and ratify the share subscription agreement (the “ Share Subscription Agreement ”) entered into among the Company, ZhongAn Information Technology Services Co., Ltd.* (眾安信息技術服務有限公司) and ZhongAn Technologiesdated July 18,International2019 andGroupthe Limitedsubscription(眾安科技by the(國際Company)集團有限公司(the ) “(“ SinolinkJVCo ”) Subscription ”) of an aggregate of 980,000,000 new voting ordinary shares in the share capital of JVCo for a total subscription price of RMB960,784,313.73 pursuant to the terms and conditions of the Share Subscription Agreement; and (b) to authorize any director of the Company to execute for and on behalf of the Company all such other documents and agreements and do all such acts and things as he may in his absolute discretion consider to be necessary, desirable, appropriate or expedient to implement and/or give effect to the Share Subscription Agreement and the Sinolink Subscription and all matters incidental or ancillary thereto.

Date:

day of

2019

Shareholder’s Signature[5] :

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

2. Please insert the number of shares registered in your name(s). If no number is inserted, this proxy form 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 . The proxy need not be a member of the Company, but must attend the Meeting in person to represent you.

4. IMPORTANT:TO VOTE AGAINSTIF YOUA WISHRESOLUTION,TO VOTEPLEASEFOR A RESOLUTION,PLACE A “ ✔ ” PLEASEIN THE RELEVANTPLACE A “ ✔ BOX” IN MARKEDTHE RELEVANT“AGAINST”BOX . MARKED Failure to “FOR”. complete IF the YOU boxes WISH 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 convening the Meeting.

5. This proxy form must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, either under seal or under the hand of an officer or attorney or other person authorized to sign the same.

6. Where there are joint registered holders of any share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the Meeting, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

7. To be valid, this proxy form together 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 lodged with the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 48 hours before the time appointed for holding the Meeting or the adjournment thereof. Completion and return of the proxy form will not preclude you from attending the Meeting and voting in person should you so wish.

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

9. Any member of the Company entitled to attend and vote at the Meeting shall be entitled to appoint another person as his/her proxy to attend and vote instead of him/her.

10. Notice convening the Meeting is contained in the circular issued by the Company dated August 16, 2019 which is sent to the shareholders of the Company together with this proxy form.

PERSONAL INFORMATION COLLECTION STATEMENT

• (i) “Personal Data” in this statement has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (“ PDPO ”).

• (ii) Your Personal Data is supplied to the Company on a voluntary basis. Failure to provide sufficient information may render the Company not able to process your instructions and/or request as stated in this proxy form.

• (iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, the principal share registrar, the Company’s branch share registrar in Hong Kong, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for verification and record purposes.

• (iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing and sent to the Personal Data Privacy Officer of the Company’s branch share registrar in Hong Kong (address as stated in note 7 above).

* For identification purpose only