Legend Holdings Corporation — Proxy Solicitation & Information Statement 2018

Dec 3, 2018

聯想控股股份有限公司 Legend Holdings Corporation

==> picture [117 x 50] intentionally omitted <==

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

(Stock Code: 3396)

THE SECOND FORM OF PROXY FOR 2018 SECOND EXTRAORDINARY GENERAL MEETING

I/We [(Note 1)]

of

being the registered holder(s) of

H/domestic shares [(Note 2)]

of RMB1.00 each in the share capital of Legend Holdings Corporation (the “Company”) hereby appoint THE CHAIRMAN OF THE MEETING [(Note 3)] or

of

as my/our proxy to attend and act for me/us at 2018 second extraordinary general meeting (and any adjournment thereof) (the “EGM”) of the Company to be held at 2:30 p.m. on Thursday, December 27, 2018 at B-17, Raycom Info Tech Park, No. 2 Ke Xue Yuan South Road, Haidian District, Beijing, PRC for the purposes of considering and, if thought fit, passing the special resolution set out in the notice convening the 2018 second EGM of the Company dated November 12, 2018 (the “Original Notice”) and the ordinary resolution set out in the supplemental notice convening the 2018 second EGM dated December 4, 2018 (the “Supplemental Notice”). I/We hereby instruct to vote on the resolution in accordance with the instructions set out in the box below [(Note 4)] . In case of no instructions, the proxy may vote on the resolution at his/her/its own discretion. Unless the context requires otherwise, capitalized terms used herein shall have the same meanings ascribed to them in the circular of the Company dated November 12, 2018 (the “Circular”) and the Supplemental Notice.

	ORDINARY RESOLUTION	FOR (Note 4)	AGAINST (Note 4)	ABSTAIN (Note 4)
1.	To consider and approve the election of Mr. NING Min (see the
	appendix to the Supplemental Notice for his biography) as an executive
	director of the second session of the board of directors of the Company
	for a term commencing from the date of the passing of this resolution up
	to the conclusion of the annual general meeting in which members of the
	third session of the board of directors of the Company to be elected.

Date:

Signature [(Note 6)] :

Notes:

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

2. Please insert the number and indicate the class of shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).

3. If any proxy other than the Chairman is preferred, strike out the words “ THE CHAIRMAN OF THE MEETING ” and insert the name and address of the proxy desired in the space provided. A member may appoint one or more proxies to attend and vote in his stead at the EGM. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK THE APPROPRIATE BOXES MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOXES MARKED “ABSTAIN”. Failure to complete any or all the boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the EGM other than those referred to in the notices of EGM.

5. The form of proxy enclosed in the Circular (the “First Form of Proxy”) had been dispatched to shareholders on November 12, 2018. Whether you attend the EGM or not, you are required to complete and return the accompanying First Form of Proxy and Second Form of Proxy in accordance with the instructions printed thereon no later than 24 hours before the time appointed for holding the EGM or any adjournment thereof (as the case may be). The First Form of Proxy that you have duly completed and submitted to the Company remains valid. If you have appointed a proxy to attend and act on your behalf at the EGM but fail to return the Second Form of Proxy, your proxy will be entitled to vote on your behalf on the ordinary resolution set out in the Supplemental Notice at his/her discretion. If you have only returned the Second Form of Proxy to appoint a proxy to attend and act on your behalf at the EGM but fail to return the First Form of Proxy, your proxy will be entitled to vote on your behalf on the special resolution set out in the Original Notice at his/her discretion. Completion and return of the First Form of Proxy or the Second Form of Proxy will not preclude you from attending and voting in person at the EGM should you so wish.

6. The Second Form of Proxy must be signed by the appointor or his/her attorney duly authorised in writing, or if the appointor is a legal entity, either under seal or signed by a director or a duly authorised attorney. If more than one proxies are appointed, the number of shares and its class represented by each proxy must be specified.

7. In the case of joint holders of any share, any one of such joint holders may vote at the EGM, either personally or by proxy, in respect of such shares as if he was solely entitled thereto. However, if more than one of such joint holders is present at the EGM, personally or by proxy, the vote of the joint holder whose name stands first in the register of members and who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s).

8. To be valid, the Second Form of Proxy must be lodged with the Company’s H share registrar, Computershare Hong Kong Investor Services Limited (“Computershare Hong Kong”) (for H Shareholders) or the Company (for Domestic Shareholders) no later than 24 hours before the holding of the EGM. If the Second Form of Proxy is signed by another person under a power of attorney or other authorisation documents given by the appointer, such power of attorney or other authorisation documents shall be notarised. The notarised power of attorney or other authorisation documents shall, together with the Second Form of Proxy, be deposited at the specified place at the time set out in the Second Form of Proxy. Completion and return of the Second Form of Proxy will not preclude you from attending and voting in person at the EGM or any adjournment thereof should you so wish. In such event, the instrument appointing a proxy shall be deemed to have been revoked.

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

10. The address of the H Share registrar, Computershare Hong Kong is 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong.

11. The address of the Company is B-17, Raycom Info Tech Park, No. 2 Ke Xue Yuan South Road, Haidian District, Beijing 100190, the PRC.

PERSONAL INFORMATION COLLECTION STATEMENT

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

• (ii) Your supply of Personal Data to the Company is on a voluntary basis. If you fail to provide sufficient information, the Company may not be able to process your appointment of proxy and instructions.

• (iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, the Share Registrar, 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 Share Registrar by post or by email to hkinfo@computershare. com.hk.