Magnus Concordia Group Limited — Proxy Solicitation & Information Statement 2014

Nov 10, 2014

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YUE YUEN INDUSTRIAL (HOLDINGS) LIMITED 裕元工業（集團）有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 00551) FORM OF PROXY FOR SPECIAL GENERAL MEETING

Number of shares to which this proxy form relates[1]

I/We[2]

of

being the registered holder(s) of ordinary shares of HK$0.25 each in YUE YUEN INDUSTRIAL (HOLDINGS) LIMITED (the “Company”) HEREBY APPOINT[3] the Chairman of the special general meeting, or of

as my/our proxy to attend and vote for me/us and on my/our behalf at the special general meeting of the Company to be held at Orchid Room I and II, 4/F, Marco Polo Hongkong Hotel, 3 Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong on 27 November 2014, Thursday at 10:00 a.m. in respect of the resolutions set out in the notice convening the special general meeting as hereunder indicated, and, if no such indication is given, as my/our proxy thinks fit.

		ORDINARY RESOLUTIONS#			FOR4	AGAINST4
(A)	To approve, confirm and ratify the	Fifth Supplemental PCC Management Service Agreement and the Caps
	and the transactions contemplated therein, and to authorize the directors of the Company to take all actions
	and execute all documents which they deem necessary, required or appropriate in order to implement and
	validate anything related to the Fifth Supplemental PCC Management Service Agreement.
(B)	To approve, confirm and ratify the Fifth Supplemental PCC Services Agreement and the Caps and the
	transactions contemplated therein,	and to authorize the directors of the Company to take all actions and
	execute all documents which they	deem necessary, required or	appropriate in order to	implement and
	validate anything related to the Fifth Supplemental PCC Services Agreement.
(C)	To approve, confirm and ratify the Fourth Supplemental PCC Connected Sales Agreement and the Caps and
	the transactions contemplated therein, and to authorize the directors of the Company to take all actions and
	execute all documents which they	deem necessary, required or	appropriate in order to	implement and
	validate anything related to the Fourth Supplemental PCC Connected Sales Agreement.
(D)	To approve, confirm and ratify the Fourth Supplemental PCC Connected Purchases Agreement and the Caps
	and the transactions contemplated therein, and to authorize the directors of the Company to take all actions
	and execute all documents which they deem necessary, required or appropriate in order to implement and
	validate anything related to the Fourth Supplemental PCC Connected Purchases Agreement.
(E)	To approve, confirm and ratify the	Fourth Supplemental Pou Yuen Lease Agreement and the Caps and the
	transactions contemplated therein,	and to authorize the directors of the Company to take all actions and
	execute all documents which they	deem necessary, required or	appropriate in order to	implement and
	validate anything related to the Fourth Supplemental Pou Yuen Lease Agreement.
(F)	To approve, confirm and ratify the	Fifth Supplemental GBD Management Service Agreement and the Caps
	and the transactions contemplated therein, and to authorize the directors of the Company to take all actions
	and execute all documents which they deem necessary, required or appropriate in order to implement and
	validate anything related to the Fifth Supplemental GBD Management Service Agreement.
(G)	To approve, confirm and ratify the Fifth Supplemental Godalming Tenancy Agreement and the Caps and the
	transactions contemplated therein,	and to authorize the directors of the Company to take all actions and
	execute all documents which they	deem necessary, required or	appropriate in order to	implement and
	validate anything related to the Fifth Supplemental Godalming Tenancy Agreement.

terms used herein shall have the same meanings as those defined in the circular to the shareholders of the Company dated 11 November 2014. Dated this day of 2014.

Signature(s)

Notes:

1. Please insert the number 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 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 of the special general meeting is preferred, delete the words “the Chairman of the special general meeting,” and insert the name and address of the proxy desired in the space provided. 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 ANY RESOLUTION, TICK ( ✓ ) IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK ( ✓ )IN THE BOX MARKED “AGAINST” . Failure to tick a 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 meeting other than those referred to in the notice convening the meeting.

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

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 deposited at the Company’s principal place of business in Hong Kong at Suites 3307-09, 33/F., Tower 6, The Gateway, 9 Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong not less than 48 hours before the time for holding the meeting or adjourned meeting (as the case may be).

7. In the case of joint holders of a share if more than one of such joint holder be present at any 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 in respect of the joint holding.

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

9. Completion and return of the form of proxy shall not preclude a shareholder of the Company from attending and voting in person at the meeting and, in such event, the instrument appointing a proxy shall be deemed to be revoked.

• For identification purposes only