Jujiang Construction Group Co., Ltd. — AGM Information 2016

May 6, 2016

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Jujiang Construction Group Co., Ltd. 巨匠建設集團股份有限公司

(A joint stock limited liability company established in the People’s Republic of China)

(Stock Code: 1459)

REVISED FORM OF PROXY FOR USE AT THE ANNUAL GENERAL MEETING TO BE HELD AT CONFERENCE ROOM (ASUKA), TKP INTERNATIONAL LIMITED, 23/F, EURO TRADE CENTRE, 21-23 DES VOEUS ROAD CENTRAL, CENTRAL, HONG KONG AT 10:00 A.M. ON THURSDAY, 26 MAY 2016 OR AT ANY ADJOURNMENT THEREOF

I/We (Note 2)

of

being the registered holder(s) of (Note 1) H Share(s)/domestic share(s) of RMB1.00 each in the share capital of Jujiang Construction Group Co., Ltd. (the “ Company ”), HEREBY APPOINT (Note 3) THE CHAIRMAN OF THE MEETING or of as my/our proxy to

attend at the annual general meeting of the Company (the “Meeting”) (and at any adjournment thereof) to be held at Conference Room (Asuka), TKP International Limited, 23/F, Euro Trade Centre, 21-23 Des Voeus Road Central, Central, Hong Kong at 10:00 a.m. on Thursday, 26 May 2016 for the purpose of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting, and vote for me/us and in my/our names in respect of the resolutions as indicated below, or, if no such indication is given, as my/our proxy thinks fit.

	ORDINARY RESOLUTIONS	FOR(Note 4)	AGAINST(Note 4)
1.	To consider and approve the report of the board (the “Board”) of directors of the Company (the
	“Directors”) for the year ended 31 December 2015
2.	To consider and approve the report of the board of supervisors of the Company for the year
	ended 31 December 2015
3.	To consider and approve the report of the auditors and the audited consolidated financial statements
	of the Company for the year ended 31 December 2015
4.	To consider and approve the reappointment of Ernst & Young as the auditor of the Company,
	to hold office until the conclusion of the next annual general meeting of the Company and to
	authorise the Board to fix their remuneration
5.	To authorise the Board to fix the remuneration of the Directors and Supervisors
	SPECIAL RESOLUTIONS	FOR(Note 4)	AGAINST(Note 4)
6.	To give a general mandate to the Board to allot, issue and deal with additional domestic shares
	not exceeding 20% of the domestic shares of the Company in issue and additional H shares
	not exceeding 20% of the H Shares of the Company in issue and authorise the Board to make
	corresponding amendments to the articles of association of the Company (“Articles”) as it thinks
	fit so as to reflect the new capital structure upon the allotment or issuance of shares pursuant
	to such mandate
7.	To consider and approve the proposed amendments to the Articles (details of which are set out
	in the circular of the Company dated 11 April 2016), and that any Director be and is hereby
	authorised to modify the wordings of such amendments as appropriate (such amendments will not
	be required to be approved by the shareholders of the Company) and execute all such documents
	and/or do all such acts as the Directors may, in their absolute discretion, deem necessary or
	expedient and in the interest of the Company in order to deal with other related issues arising
	from the amendments to the Articles
8.	To consider and approve the proposed amendments to the Articles (details of which are set
	out in the Appendix 1 of the supplemental notice of annual general meeting of the Company
	dated 6 May 2016), and that any Director be and is hereby authorised to modify the wordings
	of such amendments as appropriate (such amendments will not be required to be approved by
	the shareholders of the Company) and execute all such documents and/or do all such acts as the
	Directors may, in their absolute discretion, deem necessary or expedient and in the interest of the
	Company in order to deal with other related issues arising from the amendments to the Articles

Dated this

Signature(s) (note 6)

2016

day of

Notes:

1. Please insert the number and type of share(s) registered in your name(s) relating to this revised form of proxy (“Revised Proxy Form”). If no number is inserted, this form of proxy will be deemed to relate to all of the shares in the capital of the Company registered in your name(s).

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

3. If any proxy other than the Chairman is preferred, please strike out “ THE CHAIRMAN OF THE MEETING ” here inserted and insert the name and address of the proxy desired in the space provided. You may appoint one or more proxies to attend the Meeting. A proxy need not be a shareholder of the Company but must attend the Meeting in person to represent you. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS PROXY. ANY ALTERATION MADE TO THIS REVISED PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “AGAINST”, YOUR VOTING WILL BE COUNTED IN THE TOTAL NUMBER OF VOTES CAST IN THAT RESOLUTION FOR THE PURPOSE OF CALCULATING THE RESULT OF THAT RESOLUTION. Failure to complete any or all of the boxes will entitle your proxy to cast his/her/its votes at his/her/its discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.

5. Any member of the Company (“Member”) entitled to attend and vote at the Meeting shall be entitled to appoint another person (who must be an individual) as his/ her/its proxy to attend and vote instead of him/her/it and a proxy so appointed shall have the same right as the Member to speak at the Meeting. On a poll, votes may be given either personally or by proxy. A proxy need not be a Member. A Member may appoint more than one proxy to attend on the same occasion.

6. This Revised Proxy Form must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either executed under its seal or under the hand of an officer or attorney duly authorised. If the Revised Proxy Form is signed by an attorney of the shareholder, the power of attorney authorising that attorney to sign or other document(s) of authorisation must be notarized.

7. In order to be valid, the Revised Proxy Form for the AGM must be deposited by hand or post, for holders of H shares of the Company, to the H share registrar of the Company Tricor Investor Services Ltd. at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong and, for holders of domestic shares of the Company, to the headquarters in the PRC of the Company not less than 24 hours before the time for holding the AGM (or any adjournment thereof) for taking the poll. If the Revised Proxy Form is signed by a person under a power of attorney or other authority, a notarial copy of that power of attorney or authority shall be deposited at the same time as mentioned in the Revised Proxy Form. Completion and return of the Revised Proxy Form will not preclude shareholders from attending and voting in person at the AGM or any adjourned meetings should they so wish.

   • In connection with the form of proxy issued by the Company on 11 April 2016 (the “Original Proxy Form”), which does not include the new special resolution no.8 set out in this Revised Form, for shareholders who have lodged the Original Proxy Form to the share registrar of the Company, please be reminded that:

   • (a) Where a shareholder has not returned the Revised Proxy Form to the share registrar of the Company, the Original Proxy Form (if completed correctly) shall be deemed a valid form of proxy returned by such shareholder. The proxy appointed by the shareholder in such manner shall be entitled to vote or abstain from voting at his/her discretion on any resolutions properly and duly put to the AGM other than those instructed in the Original Proxy Form, including the new special resolution no.8 set out in this supplemental notice.

   • (b) Where a shareholder has returned the Revised Proxy Form to the share registrar of the Company 24 hours before the time scheduled for holding the AGM, the Original Proxy Form returned shall be revoked and substituted by the Revised Proxy Form and the Revised Proxy Form (if completed correctly) shall be deemed a valid form of proxy returned by such shareholder.

   • (c) Where a shareholder has returned the Revised Proxy Form to the share registrar of the Company less than 24 hours before the time scheduled for holding the AGM, the Revised Proxy Form shall be deemed invalid and the Original Proxy Form returned by such shareholder shall also be revoked. The votes of the proxy purported to be appointed by the invalid or revoked proxy form (whether the Original Proxy Form or the Revised Proxy Form) will not be counted in the votes in respect of the resolutions proposed. Accordingly, shareholders are advised not to return the Revised Proxy Form after the deadline. In the event that such shareholder wishes to vote at the meeting, he/she shall attend and vote at the meeting in person

8. In case of joint shareholder for any share, only the person whose name is at the first place on the register of shareholders has the rights to receive the certificate of relevant shares and notice from the Company and to attend or exercise all of the votes relating to the shares.

9. Shareholders or their proxies shall provide their identity documents when attending the Meeting.