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Hidili Industry International Development Limited Proxy Solicitation & Information Statement 2015

May 26, 2015

49894_rns_2015-05-26_6111bf5e-f6b8-4b8c-8651-2d3529158fd5.pdf

Proxy Solicitation & Information Statement

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PROXY FORM

Form of proxy for use by shareholders at the annual general meeting to be convened at HKUST Business School Central, 15th Floor, Hong Kong Club Building, 3A Chater Road, Central, Hong Kong on Thursday, 25 June 2015 at 11:00 a.m. (or any adjournment thereof).

I/We[(note][a)]

of

(note b) shares

being the registered holder(s) of shares of HK$0.10 each in the capital of Hidili Industry International Development Limited (the ‘‘Company’’) hereby appoint the Chairman of the annual general meeting (the ‘‘Meeting’’) of the Company or

of

to act as my/our proxy[(note][c)] at the Meeting to be held at HKUST Business School Central, 15th Floor, Hong Kong Club Building, 3A Chater Road, Central, Hong Kong on Thursday, 25 June 2015 at 11:00 a.m. and at any adjournment thereof and to vote for me/ us on the resolutions referred to in the Notice of Annual General Meeting (with or without modifications) as indicated[(note][d)] :

RESOLUTIONS RESOLUTIONS FOR AGAINST
ORDINARY RESOLUTIONS (note e)
1. To receive and adopt the audited consolidated financial statements and the reportsof the directors of the Company and the auditors of the Company for the yearended 31 December 2014
2. To re-elect Mr. Sun Jiankun as an executive director
3. To re-elect Mr. Chan Chi Hing as an independent non-executive director
4. To authorise the board of directors to fix the remuneration of the directors of theCompany
5. To re-appoint Deloitte Touche Tohmatsu as the auditors of the Company and toauthorise the board of directors to fix their remuneration
6. To grant a general mandate to the directors of the Company to allot, issue orotherwise deal with the Company’s new shares
7. To grant a general mandate to the directors of the Company to buy back theCompany’s Shares
8. To extend the general mandate granted to the directors to issue Shares by thenominal amount of the Shares bought back

Dated

Shareholder’s signature (notes f, g, h, i and j)

Notes:

  • a. Full name(s) and address are to be inserted in BLOCK CAPITALS.

  • b. Please insert the number of shares registered in your name(s). 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).

  • c. AtheproxyChairmanneed ofnotthebeMeetinga memberas ofyourtheproxy,Companypleasebutdeletemust theattendwordsthe ‘‘Meetingthe Chairmanin personof theto annualrepresentgeneralyou. meetingIf you wish(‘‘Meetingto appoint’’) ofsomethe Companyperson otheror’’thanand insert the name and address of the person appointed as your proxy in the space provided. A member who is the holder of two or more shares may appoint more than one proxy.

  • d. pleaseIf you tickwish(‘‘toPvote’’) theforboxesany ofmarkedthe resolutions‘‘Against’’set. Ifoutthisabove,form pleaseof proxytickreturned(‘‘P’’) theis dulyboxessignedmarkedbut‘‘withoutFor’’. If specificyou wishdirectionto vote onagainstany ofanytheresolutions,proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those set out in the notice convening the Meeting.

  • e. The above description of the proposed ordinary resolutions is by way of summary only. The full text appears in the notice of the Meeting.

  • f. In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the Meeting, whether in person or by proxy, that one of the joint holders whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

  • g. This form of proxy must be signed by a shareholder, or his attorney duly authorised in writing, or if the shareholder is a corporation, either under its Common Seal or under the hand of an officer, attorney or other person so authorised.

  • h. KongorToauthoritybe Investorvalid, mustthisServicesformbe depositedofLimitedproxyattogetherattheShopsofficeswith1712ofanythe–1716,powerCompany17thof attorney’sFloor,HongHopewellorKongotherbranchauthorityCentre,share(if183registrarany)Queenunderand’s RoadwhichtransferEast,it officeis signedWanchai,in Hongor aHongcertifiedKong,Kong,ComputersharecopynotoflesssuchthanpowerHong48 hours before the time appointed for holding the Meeting or any adjourned meeting.

  • i. Any alteration made to this form of proxy should be initialled by the person who signs the form.

  • j. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof should you so wish.