Star Plus Legend Holdings Limited — Proxy Solicitation & Information Statement 2020

Dec 29, 2020

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中國航空科技工業股份有限公司 AviChina Industry & Technology Company Limited[*]

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

(Stock Code: 2357)

PROXY FORM FOR USE AT THE EXTRAORDINARY GENERAL MEETING

Number of H Shares related to this proxy form [(note][2)]

I/We [(note][3)] , of [(note][3)]

, (note 2) H Shares

am/are the registered holder(s) of H Shares in AviChina Industry & Technology Company Limited* (the “ Company ”), hereby appoint the chairman of the meeting or [(note][4)]

of

as my/our proxy [(note][4)] to attend the extraordinary general meeting of the Company to be held at 9:00 a.m. on Friday, 15 January 2021 at Avic Hotel, No. 10 Yi, Central East Third Ring Road, Chaoyang District, Beijing, the People’s Republic of China (including any adjournment thereof) (the “ EGM ”) and vote on the resolution(s) to be presented at the EGM as hereunder indicated for, or if no such indication is given, as my/our proxy [(note][4)] thinks fit.

ereun	der indicated for, or if no such indication is given, as my/our proxy _(note _	) thinks fit.
			Against (Note 5)
No.	Special Resolutions	For (Note 5)	Against (Note 5)
1.	“THAT the change of registered capital (details of which are set out inthe paragraph headed “Proposed Change of Registered Capital” in theletter from the Board contained in the Circular) be and is herebyapproved and confirmed.”
2.	“THAT:(1)subject to the required approval or endorsement from orregistration with the relevant regulatory authorities in the PRC,the proposed amendments to the Articles of Association (detailsof which are set out in the paragraph headed “ProposedAmendments to the Articles of Association” in the letter fromthe Board contained in the Circular) be and are hereby approvedand confirmed; and(2)any one of the Directors or authorized representative of theChairman of the Board be and is hereby authorized to implementand take all steps and to do all acts and things as may benecessary or desirable to give effect to the proposed amendmentsto the Articles of Association, including, without limitation, toobtain all necessary approvals from the relevant regulatoryauthorities in the PRC, and to sign and execute such furtherdocuments, or to do any other matters incidental thereto and/or ascontemplatedthereunder,assuchDirectororauthorizedrepresentative may in his absolute discretion deem fit.”

Date:

Signature:

* For identification purpose only

Notes:

1. Unless the context otherwise requires, capitalized terms used in this proxy form have the same meanings as defined in the circular of the Company dated 30 December 2020 and of which this proxy form relates.

2. Please insert the number of Shares registered in your name(s) and related to this proxy form. If no number is inserted, this proxy form will be deemed to relate to all the Shares registered in your name(s).

3. Full name(s) and address(es) are to be inserted in block letters as set out in the register of members of the Company.

4. If you wish to appoint any person other than the chairman of the EGM as your proxy, please delete the words “the chairman of the meeting or” and insert the name and address of the person to be appointed as your proxy in the space provided. If no name is inserted, the chairman of the EGM will become your proxy accordingly. Each Shareholder is entitled to appoint one or more proxies to attend and vote on his behalf at the meeting. A proxy needs not be a member of the Company but should attend the meeting in person. Any alteration to this form shall be initialized by the person who signs this form. In the case of joint holders of Shares, any one of such holders may vote at the EGM, either personally or by proxy, in respect of such Share as if he was solely entitled thereto, but if more than one of such joint holders are present at the EGM personally or by proxy, that one of the said persons present whose name stands first on the register of members of the Company in respect of such Shares, either personally or by proxy, shall alone and not others be entitled to vote in respect thereof.

5. If you wish to vote for the resolutions set out above, please tick in the box marked “For”. If you wish to vote against the resolutions set out above, please tick in the box marked “Against”. If no such indication is given, your proxy is entitled to vote as it thinks fit. Your proxy will also be entitled to vote at his discretion on any resolutions properly put to the EGM other than those referred to in the notice of the EGM.

6. This proxy form must be signed under your hand or your attorney duly authorized in writing (and for such purpose, the authorization must be notarially certified), or if you are a body corporate or an entity, the instrument shall be signed under the hand of the chairman of the board or attorneys duly authorized in writing with the seal of the body corporate or entity affixed, provided that the way this proxy form is signed complies with the applicable laws and the relevant provision(s) as prescribed in the articles of association (or the equivalent document) of such company or entity.

7. To be valid, holders of the H Shares shall deliver this form of proxy, and a notarially certified copy of the power of attorney or other documents of authorization, if any, under which it is signed by an attorney duly authorized or other persons being authorized to the Company’s H Shares registrar, Computershare Hong Kong Investor Services Limited, at 17M Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 24 hours before the time appointed for holding the EGM.

8. Any proxy who attends the EGM on behalf of any Shareholder shall bring along this proxy form completed and signed together with identification proof of the proxy.

9. This proxy form shall be completed in duplication. One copy shall be delivered to the Company’s H Shares registrar in accordance with note 7. The other copy shall be produced at the time the proxy attends the EGM in accordance with note 8.

10. Completion and delivery of this proxy form will not preclude you from attending and voting at the EGM should you so wish. In such event, the instrument appointing a proxy shall be deemed to have been revoked.

11. All times stated refer to Hong Kong time.