S E A Holdings Limited — AGM Information 2011

Apr 21, 2011

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(Incorporated in Bermuda with limited liability) (Stock Code：251)

FORM OF PROXY

For use by shareholders at the 2011 ANNUAL GENERAL MEETING to be held on 27 May 2011 at 11:30 a.m. or any adjournment thereof

I/We[(note][1)] of , being the registered holder(s) of[(note][2)] ordinary shares of HK$0.10 each in the capital of S E A Holdings Limited (the ‘‘Company’’), HEREBY APPOINT[(note][3)] the Chairman of the meeting or of as my/our proxy to attend and act for me/us at the 2011 annual general meeting of the Company (the ‘‘AGM’’) to be held at the Board Room, 26th Floor, Dah Sing Financial Centre, 108 Gloucester Road, Wanchai, Hong Kong on Friday, 27 May 2011 at 11:30 a.m. and at any adjournment thereof and to vote on my/our behalf in respect of the resolutions to be considered and, if thought fit, passed at the AGM and its adjournment as directed below. Please indicate with a ‘‘P’’ in the following boxes provided how you wish your vote(s) to be cast on a poll.

		FOR		AGAINSTABSTAIN
	Ordinary Business
1.	To consider and receive the audited consolidated financial statements of the Company for the
	year ended 31 December 2010 and the reports of the directors and the independent auditor
	thereon.
2.	To approve the payment of a final dividend of HK6 cents per share for the year ended 31
	December 2010.
3.	To re-elect the following directors who retire and have offered themselves for re-election:
	(i)Mr. Lu Wing Chi as executive director;
	(ii)Mr. Lu Wing Yuk, Andrew as executive director; and
	(iii)Mr. Leung Hok Lim as independent non-executive director.
4.	To fix a maximum number of directors at 12 and authorise the board of directors to appoint
	additional directors up to such maximum number.
5.	To re-appoint Deloitte Touche Tohmatsu as independent auditor for the ensuing year and
	authorise the board of directors to fix their remuneration.
	Special Business
6.	To pass the following resolutions as Ordinary Resolutions:
	(A)To grant a general mandate to the directors to allot, issue and otherwise deal with
	additional shares not exceeding 20% of the issued share capital of the Company.
	(B)To grant a general mandate to the directors to repurchase the Company’s shares not
	exceeding 10% of the issued share capital of the Company.
	(C)To extend the general mandate under Resolution No. 6(A) by adding thereto the
	aggregate nominal amount of the shares to be repurchased by the Company pursuant to
	Resolution No. 6(B).
Shareholder’s Signature:(notes 4 and 5)Dated this			day of	2011
Notes:
1.	Full name(s) and address(es) must be inserted in CAPITAL LETTERS.
2.	Please insert the number of shares registered in your name(s) to which this form of 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).
3.	A shareholder is entitled to appoint one proxy (or, if he holds two or more shares, more than one proxy) to vote instead of him provided that each proxy is appointed to exercise the rights
	attached to the share(s) held by the shareholder. A proxy need not be a shareholder of the Company. If such an appointment is made, please delete the words ‘‘the Chairman of the meeting
	or’’ and insert in CAPITAL LETTERS the name and address of the person appointed as the proxy in the space provided. For appointment of more than one proxy, the original form of
	proxy may be photocopied for use.
4.	In the case of joint holders of the Company’s share(s), this form of proxy must be signed by the shareholder whose name stands first on the Hong Kong branch register of members of the
	Company.
5.	This form of proxy must be signed by the appointor or his attorney duly authorised in writing, or if such appointor is a corporation, either		under its common seal or under the hand of an
	officer or attorney duly authorised.

1. Ifvotethisatformhis discretionof proxy onis returnedany resolutionduly signedproperlybutputwithoutto theaAGMspecificotherdirection,than thosethe referredproxy willto incasttheyournoticevote(s)of theorAGMabstainwhichfromisvotingcontainedat hisindiscretion.the CompanyYour’s circularproxy willdatedalso26beAprilentitled2011.to 7. 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 of such power or authority must be deposited at the principal office of the Company at 26th Floor, Dah Sing Financial Centre, 108 Gloucester Road, Wanchai, Hong Kong (marked for the attention of the Company Secretary) not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof.

2. Completion and return of this form of proxy does not preclude a shareholder from attending and voting in person at the meeting or any adjournment thereof should he so wish. In such case, the form of proxy shall be deemed to be revoked.

3. Any alterations made in this form of proxy must be initialled by the person who signs it.

4. Pursuant to Rule 13.39(4) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, all resolutions proposed at the AGM will be voted by poll at the meeting.

5. The Company reserves its right to treat (at its absolute discretion) any form of proxy which has been incorrectly completed but contains no material errors as being valid.

• For identification purpose only