Sunac China Holdings Limited — Proxy Solicitation & Information Statement 2016

Oct 17, 2016

SUNAC CHINA HOLDINGS LIMITED 融創中國控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 01918)

FORM OF PROXY FOR USE AT EXTRAORDINARY GENERAL MEETING

I/We (Name)

(Block capitals, please) of

(Address)

being the registered holder(s) of

(see Note 1) shares of HK$0.10 each in the

capital of Sunac China Holdings Limited (the “Company”) hereby appoint (Name)

of (Address)

or failing him/her (Name) of (Address)

or failing him/her, the chairman of the meeting (see Note 2) as my/our proxy to attend and vote for me/us and on my/our behalf at the extraordinary general meeting of the Company to be held at Conference Hall, 16/F, Building A, Far East International Plaza, No. 319 Xianxia Road, Shanghai, the PRC on 2 November 2016 (Wednesday) at 10 a.m., and at any adjournment thereof or on any resolution or motion which is proposed thereat. My/Our proxy is authorised and instructed to vote as indicated (see Note 3) in respect of the undermentioned resolution:

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Ordinary Resolution For Against (see Note 8) (see Note 3) (see Note 3) To approve the Subscription Agreement, the Subscription, the Whitewash Waiver and the transactions contemplated thereunder and any Director be and is authorised to do all things to give effect to the same.

Dated this day of , 2016 Signature(s) (see Note 5)

Notes:

1. 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 capital of the Company registered in your name(s).

2. A shareholder may appoint more than one proxy of his/her own choice. If such an appointment is made, strike out the words “the chairman of the meeting”, and insert the name(s) of the person(s) appointed as proxy(ies) in spaces provided. Any alteration made to this form of proxy must be initialled by the person who signs it.

3. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK THE BOX MARKED “For”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK THE BOX MARKED “Against”. Failure to tick a box will entitle your proxy to cast your vote at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

4. If the appointor is a corporation, this form must be under its seal or under the hand of an officer, attorney, or other person duly authorised to sign the same.

5. In the case of joint holders, the signature of any one holder will be sufficient but the names of all the joint holders should be stated. Where there are joint holders of any share of the Company, any one of such joint holders may vote at the meeting, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the meeting, the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

6. To be valid, this form of proxy must be completed, signed and deposited at the Hong Kong share registrar of the Company, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, together with the power of attorney or other authority (if any) under which it is signed (or a certified copy of such power or authority), not less than 48 hours before the time appointed for holding the meeting or adjourned meeting. The completion and return of this form of proxy shall not preclude shareholders of the Company from attending and voting in person at the above meeting (or any adjourned meeting thereof) if they so wish and in such event, this form of proxy shall be deemed to be revoked.

7. A proxy need not be a shareholder of the Company.

8. The description of the resolution is by way of summary only. The full text of the resolution appears in the notice convening the meeting.