TravelSky Technology Limited — Proxy Solicitation & Information Statement 2009

Apr 19, 2009

==> picture [416 x 62] intentionally omitted <==

(Stock Code: 0696)

REVISED FORM OF PROXY FOR CLASS MEETING FOR HOLDERS OF DOMESTIC SHARES TO BE HELD ON FRIDAY, 5 JUNE 2009

No. of domestic shares to which this proxy relates [(Note 2)]

I/We [(Note 3)]

of

being shareholder(s) of TRAVELSKY TECHNOLOGY

LIMITED (the “ Company ”) hereby appoint [(Note 4)] the Chairman of the Meeting or

of or identity document number and issuing authority

as my/our proxy

to attend, act and vote for me/us and on my/our behalf at the class meeting for holders of domestic shares of the Company (“ Class Meeting for Holders of Domestic Shares ”) (which was convened to be held on 29 May 2009 by the Company’s notice of the Class Meeting for Holders of Domestic Shares dated 14 April 2009) postponed to be held on Friday, 5 June 2009 immediately as soon as the conclusion of the class meeting for holders of H shares of the Company (which will be held immediately as soon as the conclusion of the annual general meeting of the Company to be held at 9:30 a.m. on Friday, 5 June 2009) at Conference Room of the Company, 8/F, No. 157, Dongsi West Street, Dongcheng District, Beijing, the People’s Republic of China or any adjournment thereof as hereunder indicated in respect of the resolution set out in the revised notice of Class Meeting for Holders of Domestic Shares of the Company dated 20 April 2009 and, if no such indication is given, as my/our proxy thinks fit.

SPECIAL RESOLUTION	For(Note 5)	Against(Note 5)
To consider and approve the grant of a general mandate to the board of directors of the Company to repurchase H Shares of the Company as set out in the Company’s circular dated 14 April 2009.

Signature(s) [(Note 6) ] :

Dated this

day of

2009

Notes:

1. Important: You should first review the revised notice of Class Meeting for Holders of Domestic Shares dated 20 April 2009 (“Notice”) before appointing a proxy.

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

3. Please insert the full name(s) (in Chinese or in English, as shown in the register of members) and registered address(es) in block letters. If the shareholder is a legal person, please fill in the whole name of the legal person and its registered address.

4. If any proxy other than the Chairman of the Meeting is preferred, delete the words “the Chairman of the Meeting or” and insert the name and address or identity document number and issuing authority of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote in his stead. A proxy need not be a shareholder of the Company. A proxy of a shareholder who has appointed more than one proxy may only vote on a poll. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE DULY INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

5. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK IN THE BOX MARKED “AGAINST”. If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his discretion. Your proxy will also be entitled to vote at his discretion on any resolutions properly put to the Class Meeting for Holders of Domestic Shares other than those referred to in the Notice.

6. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a legal person, must either be executed under its seal or under the hand of a legal representative or other attorney duly authorised to sign the same. If this form of proxy is signed by an attorney of the appointer, the power of attorney authorising that attorney to sign, or other document of authorisation, must be notarially certified.

7. Where there are joint registered holders of any share, any one of such persons may vote at the Class Meeting for Holders of Domestic Shares, either personally or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders is present at the Class Meeting for Holders of Domestic Shares, personally or by proxy, then one of the said persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

8. To be valid, this form of proxy, together with the notarially certified power of attorney or other document of authorisation, must be delivered to the registered address of the Company at TravelSky Technology Limited, Floor 18-20, South Wing, Park C, Raycom InfoTech Park, No. 2, Ke Xue Yuan South Road, Haidian District, Beijing 100190, the People’s Republic of China not less than 24 hours before the time appointed for the Class Meeting for Holders of Domestic Shares or any adjournment thereof. For avoidance of doubt, the form of proxy for the Class Meeting for Holders of Domestic Shares which has been despatched to you by the Company together with the Company’s circular dated 14 April 2009 on 14 April 2009 and which has been properly executed and returned to the Company remains valid for the Class Meeting for Holders of Domestic Shares, unless (1) you elect to complete and return this revised form of proxy, or (2) you elect to attend in person and vote at the Class Meeting for Holders of Domestic Shares, or (3) you elect to revoke the form of proxy that you have already completed and returned to the Company.