Tianli Holdings Group Limited — Proxy Solicitation & Information Statement 2011

Mar 31, 2011

EYANG HOLDINGS (GROUP) CO., LIMITED 宇陽控股（集團）有限公司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 117)

PROXY FORM

Form of proxy for use by shareholders at the Annual General Meeting to be convened at Plaza 1-2, Lower Lobby, Novotel Century Hong Kong, 238 Jaffe Road, Wanchai, Hong Kong on Friday, 6 May 2011 at 2:30 p.m.

I/We (note a)

of

being the holder(s) of (the “ Company ”) hereby appoint the Chairman of the Meeting or of

(note b) shares of HK$0.01 each of EYANG Holdings (Group) Co., Limited

to act as my/our proxy (note c) at the Annual General Meeting of the Company to be held at Plaza 1-2, Lower Lobby, Novotel Century Hong Kong, 238 Jaffe Road, Wanchai, Hong Kong on Friday, 6 May 2011 at 2:30 p.m. and at any adjournment thereof and to vote on my/our behalf as directed below.

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll (note d) .

			FOR	AGAINST
1.	To receive and approve the audited consolidated f nancial statements and the reports of the directors and of the auditor for the year ended 31 December 2010
2.	To declare a f nal cash dividend of HK$3.0 cents (equivalent to approximately RMB2.5 cents) per share for the year ended 31 December 2010
3.	(a) To re-elect Mr. Chen Weirong as director
	(b) To re-elect Ms. Shuang Mei as director
	(c) To re-elect Mr. Liao Jie as director
	(d) To re-elect Mr. Zhang Zhilin as director
	(e) To authorise the board of directors to f x the directors’ remuneration
4.	To re-appoint Ernst & Young as Auditors of the Company and authorise the board of directors to f x their remuneration
5.	To grant a general mandate to the directors to issue, allot and otherwise deal with the Company’s unissued shares
6.	To grant a general mandate to the directors to repurchase the Company’s shares
7.	To add the nominal amount of the shares repurchased by the Company to the mandate granted to the directors under resolution no. 5

FOR AGAINST

Dated the day of 2011

Shareholder’s signature

(notes e, f, g and h)

Notes:

• a Full name(s) and address(es) are to be inserted in BLOCK CAPITALS.

• b 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).

• c A proxy need not be a member of the Company. If you wish to appoint some person other than the Chairman of the Meeting as your proxy, please delete the words “the Chairman of the Meeting or” and insert the name and address of the person appointed proxy in the space provided.

• d If you wish to vote for any of the resolutions set out above, please tick (“✔”) the box(es) marked “For”. If you wish to vote against any resolutions, please tick (“✔”) the box(es) marked “Against”. If this form returned is duly signed but without specifi c direction on any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specifi c direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those set out in the notice convening the meeting.

• e In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the meeting, whether in person or by proxy, that one of the joint holder whose name stands fi rst on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

• f The form of proxy must be signed by a shareholder, or his attorney duly authorised in writing, or if the shareholder is a corporation, either under its Common Seal or under the hand of an offi cer or attorney so authorised.

• g 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 certifi ed copy of such power or authority must be deposited at the offi ces of the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not later than 48 hours before the time of the meeting or any adjourned meeting.

• h Any alteration made to this form should be initialled by the person who signs the form.

* For identifi cation purpose only