SinoMedia Holding Limited — AGM Information 2011

Apr 13, 2011

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SINOMEDIA HOLDING LIMITED 中視金橋國際傳媒控股有限公司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 623) (the “Company”)

PROXY FORM for the Annual General Meeting of 20 May 2011

I/We(1) of

being the registered holder(s) of(2) shares of HK$0.0003125 each in the capital of the Company hereby appoint the Chairman of the Annual General Meeting, (3) or of

as my/our proxy to attend and vote for me/us and on my/our behalf at the Annual General Meeting of the Company (or at any adjournment thereof) to be held at Aberdeen Room Level 3, JW Marriott Hotel Hong Kong, Pacifi c Place, 88 Queensway, Hong Kong on Friday, 20 May 2011, at 3:00 p.m. and to vote in respect of the following resolutions as indicated:

	ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	FOR (4)	AGAINST (4)
1.	to receive and adopt the audited consolidated f nancial statements and the reports of the directors of the Company (the “Directors”) and the independent auditors of the Company (the “Auditors”) for the year ended 31 December 2010
2.	to re-appoint Messrs. KPMG as the Auditors and to authorise the board of Directors to f x their remuneration
3.	to approve the declaration of a f nal dividend of HK$0.066 per ordinary share and a special dividend of HK$0.066 per ordinary share of the Company to be paid to the shareholders whose names appear on the Register of Members of the Company on 20 May 2011
4.	(a) to re-elect Ms. Liu Jinlan as executive Director
	(b) to re-elect Mr. Qi Daqing as independent non-executive Director
5.	to elect Mr. Lian Yuming as independent non-executive Director
6.	to authorise the board of Directors to f x the Directors' remuneration
7.	to grant the general mandate to the Directors to issue or otherwise deal with unissued shares of the Company (the “General Mandate”) as set out in item 7 of the Notice of Annual General Meeting dated 13 April 2011
8.	to grant the repurchase mandate to the Directors to repurchase shares of the Company (the “Repurchase Mandate”) as set out in item 8 of the Notice of Annual General Meeting dated 13 April 2011
9.	to approve the addition to the General Mandate of the number of Shares repurchased by the Company under the Repurchase Mandate as set out in item 9 of the Notice of Annual General Meeting dated 13 April 2011
Dated	Signature (5)(6)(7)(8)

Notes:

1. Full name(s) and address(es) to be inserted in block capitals.

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 in the Company registered in your name(s).

3. If you wish to appoint a proxy other than the Chairman of the Meeting, please strike out “the Chairman of the Meeting” and insert the name and address of the person you wish to appoint in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. A proxy needs not be a member of the Company.

4. I MPORTANT: If you wish to vote for any resolution, please indicate with a “ ✓ ” in the appropriate space marked “For” beside the resolution. If you wish to vote against any resolution, please indicate with a “ ✓ ” in the appropriate space marked “Against” beside the resolution. In the absence of any such indication, the proxy will vote for or against the resolution or will abstain at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Annual General Meeting other than those referred to in the Notice convening the Annual General Meeting.

5. In the case of joint shareholders, the vote of the senior who renders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of other joint holder(s) and for this purpose seniority shall be determined by the order in which the names stand in the register of members.

6. The form of proxy must be signed by you or your attorney duly authorised in writing. In the case of a corporation, this form must be executed under seal or under the hand of an offi cer or attorney duly authorised.

7. 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 notarially certifi ed copy thereof must be deposited at the share registrar of the Company, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong as soon as possible and in any event not later than 48 hours before the time appointed for the Annual General Meeting or any adjournment thereof.

8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the meeting if you so wish.