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Medlive Technology Co., Ltd. AGM Information 2012

May 10, 2012

50436_rns_2012-05-10_0f96e9c7-3223-47eb-8b1e-9fd8905370d4.pdf

AGM Information

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HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED 海信科龍電器股份有限公司

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

(Stock Code: 00921)

PROXY FORM FOR USE AT THE ANNUAL GENERAL MEETING TO BE HELD ON 26 JUNE 2012

The number of H shares to which this proxy form relates: (Note 1)

I/We (Note 2)

of

being the registered holder(s) of

H shares (Note 3) in Hisense Kelon Electrical Holdings Company Limited (the “Company”), (Note 4)

hereby appoint the chairman of the annual general meeting of the Company (the “AGM”) or

as my/our proxy or proxies to attend, and vote for me/us and on my/our behalf at the 2011 AGM (or any adjournment thereof) to be held at the conference room of the Company’s head office, No. 8, Ronggang Road, Ronggui, Shunde District, Foshan City, Guangdong Province, the People’s Republic of China at 10:00 a.m. on 26 June 2012 to vote on the following resolutions as indicated. Failure to complete the boxes will entitle my/our proxy or proxies to vote at his/her discretion:

HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED
海信科龍電器股份有限公司
(A joint stock limited company incorporated in the People’s Rep(Stock Code: 00921)OXY FORM FOR USE AT THE ANNUAL GENERAL MEmber of H shares to which this proxy form relates:(Note 1)Note 2) k limited company incorporated in the People’s Rep(Stock Code: 00921)USE AT THE ANNUAL GENERAL MEch this proxy form relates:(Note 1) People’s Rep ublic of China with limited liability)E HELD ON 26 JUNE
ETING TO B
he registered holder(s) ofH sappoint the chairman of the annual general meetingour proxy or proxies to attend, and vote for me/us ance room of the Company’s head office, No. 8, Rongic of China at 10:00 a.m. on 26 June 2012 to vote onr proxies to vote at his/her discretion: in Hisense Kelny (the “AGMbehalf at the 2onggui, Shundresolutions as i on Electrical Hol”) or011 AGM (or ane District, Foshanndicated. Failure dings Company Limited (the “C
ares_(Note 3)_of the Compand on my/our
y adjournment thereof) to be hCity, Guangdong Province, thto complete the boxes will enti
gang Road, Rthe following
RESOLUTIONS FOR (Note 5) AGAINST (Note 5) ABSTAI N (Note 5)
ORDI NARY RESOLUTIONS
1.Tye o consider and approve the report of the board of direc tors of the C ompany for the
ar 2011;
2.Tfo o consider and approver the year 2011; the report of the supervisory committee o f the Company
3.T o consider and approve t he 2011 annual report of the Company and its summary;
4.T o consider and approve t he audited 2011 financial stat ements of the Company ;
5.Tye o consider and approvear 2011; the profit distribution propo sal of the Company for the
6.TCye o consider and approve the resolution on the reappohina Certified Public Accountants (LLP) as the audiar of 2012 and the authorization to the board of direc intment of Crowe Horwathtor of the Company for thetors to fix its remuneration;
7.Tca o consider and approve the special report on the carrypital transaction business in 2012 of the Company; ing out of foreign exchange
8.Tandi o consider and approve the resolution to purchase liad senior management members of the Company anrectors to proceed with the relevant matters; bility insurance for directorsd to authorize the board of
9.Tbo o consider and approve the resolutions on the electioard of directors: n of the new session of the
Executive directors: tive directors: FOR(Note 6) AGAINST(Note 6) ABSTAI
(By way ofcumulativevoting)(Please insert thenumber of votes) (By way ofcumulativevoting)
(Please insert thenumber of votes)
9.1 To consider and approve the election of Mr. Tang Ye Guo as an executive directorof the eighth session of the board of directors of the Company and to fix the levelof his remuneration;
9.2 To consider and approve the election of Ms. Yu Shu Min as an executive director ofthe eighth session of the board of directors of the Company and to fix the level ofher remuneration;
9.3 To consider and approve the election of Mr. Lin Lan as an executive director of theeighth session of the board of directors of the Company and to fix the level of hisremuneration;
9.4 To consider and approve the election of Mr. Xiao Jian Lin as an executive directorof the eighth session of the board of directors of the Company and to fix the levelof his remuneration;
9.5 To consider and approve the election of Mr. Ren Li Ren as an executive director ofthe eighth session of the board of directors of the Company and to fix the level ofhis remuneration;
9.6 To consider and approve the election of Mr. Gan Yong He as an executive directorof the eighth session of the board of directors of the Company and to fix the levelof his remuneration;
Independent non-executive directors: FOR(Note 6) AGAINST(Note 6) ABSTAIN(Note 6)
(By way of (By way of (By way of
cumulative cumulative cumulative
voting) voting) voting)
(Please insert the (Please insert the (Please insert the
number of votes) number of votes) number of votes)
9.7 To consider and approve the election of Mr. Xu Xiang Yi as an independent non-
executive director of the eighth session of the board of directors of the Company
and to fix the level of his remuneration;
9.8 To consider and approve the election of Mr. Wang Xin Yu as an independent non-
executive director of the eighth session of the board of directors of the Company
and to fix the level of his remuneration;
9.9 To consider and approve the election of Mr. Wang Ai Guo as an independent non-
executive director of the eighth session of the board of directors of the Company
and to fix the level of his remuneration;
10. To consider and approve the resolutions on the election of the new session of the FOR(Note 6) AGAINST (Note 6) ABSTAIN (Note 6)
supervisory committee: (By way of (By way of (By way of
cumulative cumulative cumulative
voting) voting) voting)
(Please insert the (Please insert the (Please insert the
number of votes) number of votes) number of votes)
10.1 To consider and approve the election of Mr. Guo Qing Cun as a shareholder
representative supervisor of the eighth session of the supervisory committee of the
Company and to fix the level of his remuneration; and
10.2 To consider and approve the election of Ms.Li Jun as a shareholder representative
supervisor of the eighth session of the supervisory committee of the Company and
to fix the level of her remuneration.
Signed thisday ofSignature_(Note 7)_:

Notes:

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

  2. Please insert full name(s) and address(es) in BLOCK CAPITALS as shown in the register of members of the Company.

  3. Please insert the number of all the H shares in the Company registered in your name(s) and delete as appropriate.

  4. If any proxy other than the chairman is preferred, please strike out “the chairman of the annual general meeting of the Company” and insert the name(s) and address(es) of the proxy or proxies desired in the space provided. A shareholder is entitled to appoint one or more person(s) to be his/her proxy or proxies. A proxy may or may not be a shareholder of the Company. Any alteration made to this form of proxy must be initialled by the person who signs it.

  5. Important: If you wish to vote for any resolution, please place a “ 3 ” in the box marked “FOR”. If you wish to vote against any resolution, please place a “X” in the box marked “AGAINST”. If you wish to abstain from voting, please place a “X” in the box marked “ABSTAIN”. Any abstain vote will be counted in the calculation of the required majority. Failure to complete either of the above mentioned boxes will entitle your proxy to cast your vote(s) at his or her discretion. Unless you have instructed otherwise, your proxy will also be entitled to vote or abstain at his or her discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.

  6. Please note that, according to Article 10.3 and Article 13.3 of the Articles of Association of the Company, cumulative voting system shall be adopted for the election of directors and supervisors of the Company at shareholders’ general meetings, and the election of executive directors and independent directors of the Company shall be voted separately. When you fill in the boxes marked “By way of cumulative voting”, please complete them in accordance with the following instructions:

    • (1) In relation to resolutions numbered 9.1 to 9.6, resolutions numbered 9.7 to 9.9 and resolutions numbered 10.1 to 10.2, each voting share held by the shareholders carries votes equivalent to the total number of executive directors, independent non-executive directors or supervisors to be elected at the shareholders’ general meeting, and the number of votes which a shareholder is entitled to cast is equal to the number of shares held multiplied by the total number of executive directors, independent non-executive directors or supervisors to be elected. For example, if you are holding 10,000 shares and 6 executive directors, 3 independent non-executive directors and 2 shareholder representative supervisors will be elected, the aggregate number of votes which you will have for resolutions numbered 9.1 to 9.6 will be 60,000 (10,000 shares x 6 = 60,000 votes), the aggregate number of votes which you will have for resolutions numbered 9.7 to 9.9 will be 30,000 (10,000 shares x 3 = 30,000 votes) and the aggregate number of votes which you will have for resolutions numbered 10.1 to 10.2 will be 20,000 (10,000 shares x 2 = 20,000 votes).

    • (2) Please fill in the boxes marked “For” and/or “Against” and/or “Abstain” with the number of votes you intend to cast on each executive director, independent nonexecutive director or supervisor candidate. Please note that the votes of a shareholder may be cast on one executive director, independent non-executive director or supervisor candidate or may be cast on different executive director, independent non-executive director or supervisor candidates, provided that the number of votes cast by each shareholder for the election shall not exceed the highest number of cumulative votes. For example, if you are holding 10,000 shares, the aggregate number of votes which you will have for resolutions numbered 9.1 to 9.6 will be 60,000. You may choose to cast the 60,000 votes equally amongst 6 executive director candidates, or to cast all your votes on a single executive director candidate, or to cast 20,000 votes on each of executive director candidates A, B and C and not cast any vote on the other executive director candidates.

    • (3) Please note that when the total votes cast by you on some executive director, independent non-executive director or supervisor candidates exceed the total votes to which you are entitled (whether or not the votes are cast for or against the resolution or are cast as abstain votes), all the votes cast will become invalid and be regarded as abstain votes. When the total votes cast by you on some executive director, independent non-executive director or supervisor candidates are less than the total votes to which you are entitled, the votes cast are valid and the remaining votes will be regarded as abstain votes.

    • (4) Whether an executive director, independent non-executive director or supervisor candidate is elected depends on the number of votes received, but the number of votes received by each elected director, independent non-executive director or supervisor must exceed half of the valid voting shares (based on the number of shares on a non-cumulative basis) held by shareholders present at the general meeting.

  7. This form of proxy must be signed by you or your attorney duly authorised in writing or, if the appointor is a corporation, must be executed under its common seal or under the hand of an officer or attorney of the corporation duly authorised in writing.

  8. Where there are joint registered holders of any share, any one of such persons may vote at the AGM, either personally or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders is present at the AGM, personally or by proxy, then one of the persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

  9. To be valid, this form of proxy, together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited with the Company’s branch share registrar in Hong Kong, Hong Kong Registrars Limited at 17M/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not later than 24 hours before the time appointed for holding of the AGM or any adjournment thereof (as the case may be).

  10. Completion and delivery of this form of proxy will not preclude you from attending and voting at the AGM or any adjournment thereof should you so wish.