Soho Holly Futures Co., Ltd. — Proxy Solicitation & Information Statement 2016

Feb 5, 2016

Holly Futures

(a joint stock company incorporated in the People’s Republic of China with limited liability under the Chinese corporate name 弘業期貨股份有限公司 and carrying on business in Hong Kong as Holly Futures)

(the “ Company ”)

(Stock Code: 3678)

FORM OF PROXY FOR THE 2016 FIRST EXTRAORDINARY GENERAL MEETING TO BE HELD ON 21 MARCH 2016 OR ANY ADJOURNMENT THEREOF

I/We (Note 2) of (address) being the holder(s) of the Company, hereby appoint the Chairman of the meeting or				Number of shares to which this form of proxy relates (Note 1)	Domestic shares H shares of RMB1.00 each of (Note 4)
			domestic shares/H shares (Note 3)

of (address)

as my/our proxy(ies) to attend the 2016 first extraordinary general meeting (the “ EGM ”) of the Company to be held at 3:30 p.m. on Monday, 21 March 2016 at Conference Room, 9th Floor, Holly Building, 50 Zhonghua Road, Qinhuai, Nanjing, Jiangsu, the PRC or any adjournment thereof and to vote at such meeting in respect of the resolutions set out in the notice of EGM dated 5 February 2016 as hereunder indicated on behalf of me/us, or if no such indication is given, as my/our proxy(ies) thinks fit.

	SPECIAL RESOLUTION FOR (note 5) AGAINST (note 5) ABSTAIN (note 5) 1. THAT the change in the scope of business and amendments to the Articles of Association of Holly Futures Co., Ltd. be considered and approved. ORDINARY RESOLUTION 2. THAT the change of the Company’s certified public accountant be considered and approved.

Note: For details of the above resolutions, please refer to the notice of EGM of the Company dated 5 February 2016.

Dated:

2016

Signature(s) [(Note][6)]

Notes:

1. Please insert the number of shares of the Company registered in your name(s) to which this proxy relates. If a number is inserted, this form of proxy will be deemed to relate only to those shares. If no numbers inserted, the form of proxy will be deemed to relate to all shares of the Company registered in your name(s) (whether alone or jointly with others).

2. Please insert the full name(s) and address(es) as registered in the register of members of the Company in BLOCK LETTERS . 3. Please insert the number of shares of the Company registered in your name(s) and delete as appropriate.

3. If any proxy other than the Chairman of the meeting of the Company is preferred, please strike out the words “ the Chairman of the meeting or ” and insert the name of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote on his/her behalf. A proxy need not be a shareholder of the Company. Any alteration made to this form of proxy must be initialed by the person who signs it.

4. Important: If you wish to vote for any resolution, please put a tick in the box marked “FOR” or insert the number of shares held by you. If you wish to vote against any resolution, please put a tick in the box marked “AGAINST” or insert the number of shares held by you. If you wish to vote abstention on any resolution, please put a tick in the box marked “ABSTAIN” or insert the number of shares held by you. If no direction is given, your proxy shall vote at his/her own discretion. The shares abstained will be counted in the calculation of the required majority.

5. This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of its director or attorney or other officer duly authorized. In case of joint holders, this form of proxy may be signed by any of such joint holders.

6. To be valid, this form of proxy and, if such proxy is signed by a person on behalf of the appointer pursuant to a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority must be delivered, for holders of domestic shares, to the board office of the Company at 50 Zhonghua Road, Nanjing, the PRC, or, for holders of H shares of the Company, to the Company’s H Shares Registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 24 hours before the time for holding of the EGM or any adjournment thereof.

7. In the case of joint holders of shares of the Company, any one of such holders may vote at the EGM either in person or by proxy in respect of such shares as if he/she was solely entitled thereto. However, if more than one of such joint holders are present at the EGM in person or by proxy, then one of such holders whose name appears in prior sequence shall be regarded as the sole and exclusive vote on behalf of all the rest of the joint holders. For the purpose of such voting, the shareholder’s priority shall be determined in accordance with the sequence of the joint holders of the Company as prescribed in the Company’s register of shareholders.

8. You are reminded that completion and return of the form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment thereof if you so wish.