Li Ning Company Limited — Proxy Solicitation & Information Statement 2011

Dec 19, 2011

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DECCA HOLDINGS LIMITED 達藝控股有限公司 [*]

(incorporated in Bermuda with limited liability)

(Stock Code: 997)

Proxy Form for the Special General Meeting

I/We [(note 1)]

of

being the registered holder(s) of [(note 2)] hereby appoint the Chairman of the special general meeting or [(note 3)] of

shares of HK$0.10 each in the share capital of Decca Holdings Limited (the “Company”),

to act as my/our proxy at the special general meeting (or at any adjournment thereof) of the Company to be held at 2/F, Decca Industrial Centre, 21 Cheung Lee Street, Chai Wan, Hong Kong at 11:00 a.m. on 12 January, 2012 (the “Special General Meeting”) and to vote for me/us as directed below.

ORDINARY RESOLUTION	ORDINARY RESOLUTION	FOR(note 4)	AGAINST(note 4)
1	To approve (a) the tenancy agreement to be entered into between Golden Life Investment Limited (“Golden Life”) and Decca Limited (“New Tenancy Agreement 1”) in respect of certain portions of Workshops Nos. 1 to 8 and Workshop Nos. 19 to 21 on the 2nd Floor of Decca Industrial Centre, 12 Kut Shing Street, Chai Wan, Hong Kong (“Designated Part of Premises 1”) and Car Parking Space Nos. P9 and P10 on the Ground Floor of Decca Industrial Centre, 12 Kut Shing Street, Chai Wan, Hong Kong for a term of three years from 1 December, 2011 to 30 November, 2014 (both days inclusive) at the monthly rental of HK$65,000 and monthly building management fee of HK$8,739, and the transactions contemplated thereunder; (b) the tenancy agreement to be entered into between Golden Life and Decca (Mgt) Limited (“New Tenancy Agreement 2”) in respect of certain portions of Workshops Nos. 1 to 8 which is not part of the Designated Part of Premises 1, and Workshop Nos. 15 to 18 on the 2nd Floor, the Rear Portion of Flat Roof on the 3rd Floor, and Car Parking Space Nos. L5, L6, P7, P8 and P11 on the Ground Floor, of Decca Industrial Centre, 12 Kut Shing Street, Chai Wan, Hong Kong for a term of three years from 1 December, 2011 to 30 November, 2014 (both days inclusive) at the monthly rental of HK$145,000 and monthly building management fee of HK$14,644, and the transactions contemplated thereunder; and (c) the tenancy agreement to be entered into between Golden Life and Decca (Mgt) Limited (“New Tenancy Agreement 3”) in respect of the Remaining Portion of Lot No. 511 and the Remaining Portion of Lot No. 512 in Demarcation District No. 109 of Kam Tin, Yuen Long, New Territories, Hong Kong for a term of three years from 1 December, 2011 to 30 November, 2014 (both days inclusive) at the monthly rental of HK$25,000 and monthly building management fee of HK$2,440, and the transactions contemplated thereunder; and to authorise the directors of the Company to take all such steps as they consider necessary, desirable or expedient to give effect to the New Tenancy Agreement 1, New Tenancy Agreement 2 and New Tenancy Agreement 3 or any of the transactions contemplated thereunder.
SPECIAL RESOLUTIONS
2	(a) To authorise the directors of the Company to apply a sufficient amount standing to the credit of the share premium account of the Company from time to time and/or the contributed surplus and/or other distributable reserve accounts of the Company (“Share Premium and Reserve Application”) for the implementation of the Distribution In Specie (as defined below); and to authorise the directors of the Company to take all such steps as they consider necessary, desirable or expedient to give effect to the Share Premium and Reserve Application or any of the transactions contemplated thereunder; and (b) to approve, subject to completion of the agreement dated 6 October, 2011 entered into amongst Peasedow Enterprises Limited, Mr. Tsang Chi Hung, Ms. Kwan Yau Choi, Mr. Liu Hoo Kuen (collectively as vendors) and Wealth Keeper International Limited (as purchaser) in relation to the purchase of an aggregate of 141,060,805 shares of the Company (“Sale Share”) at the consideration of HK$1.65 per Sale Share (“Agreement”), the distribution of ordinary shares of HK$0.1 each in the capital of Chosen Investments Limited (“Privateco Shares”) held by the Company to the shareholders of the Company (the “Shareholders”) whose names appear on the register of members of the Company as at the close of business of a record date (the “Record Date”) as determined by the Directors, which shall be a date falling before the date of completion of the Agreement, on a one-for-one basis (i.e. one Privateco Share for one Share held by such Shareholders) (“Distribution In Specie”); and to authorise the directors of the Company to take all such steps as they consider necessary, desirable or expedient to give effect to the Distribution In Specie or anyof the transactions contemplated thereunder.
3	To approve, subject to completion of the Agreement, the change of the English name of the Company to “Chinlink International Holdings Limited” and the adoption of “普匯中金國際控股有限公司” as the secondary name of the Company and to authorise the directors of the Company to take all such steps as they consider necessary, desirable or expedient togive effect to such change of name of the Company.

Signature: [(note 5)]

Date:

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint registered holders should be stated.

2. 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 of the Company registered in your name(s). 3. A proxy need not be a member of the Company. If you wish to appoint some person other than the Chairman of the Special General Meeting as your proxy, please delete the words “the Chairman of the special general meeting or” and insert the name and address of the person appointed in the space provided.

3. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK (“ ”) IN THE RELEVANT BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK (“ ”) IN THE RELEVANT BOX MARKED “AGAINST” . Failure to tick either box will entitle your proxy to cast your vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Special General Meeting other than that referred to in the notice convening the Special General Meeting.

4. The form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either under its common seal or under the hand of an officer or attorney duly authorised to sign the same.

5. Where there are joint holders of any share in the capital of the Company, any one of such joint holder may vote, either in person or by proxy, at the Special General Meeting in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders be present at the Special General 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.

6. To be valid, this form of proxy together with the power of attorney or other authority (if any) under which it is signed, or a certified copy of such power or authority, must be delivered to the Company’s branch share registrar in Hong Kong, Tricor Standard Limited at 26/F, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the Special General Meeting or any adjourned meeting (as the case may be).

7. Delivery of the form of proxy will not preclude you from attending and voting in person at the Special General Meeting or at any adjourned meeting thereof (as the case may be) should you so wish, and in such event, the form of proxy shall be deemed to be revoked.

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

9. For identification purpose only