TravelSky Technology Limited — Proxy Solicitation & Information Statement 2010

Apr 1, 2010

==> picture [418 x 52] intentionally omitted <==

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

(Stock Code: 0696)

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING TO BE HELD ON TUESDAY, 18 MAY 2010

No. of shares to which this Proxy relates[(Note][2)] Type of shares (domestic shares or H shares) to which this Proxy relates[(Note][2)]

==> picture [33 x 32] intentionally omitted <==

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 identification document issuing authority and number as my/our proxy to attend, act and vote for me/us and on my/our behalf at the extraordinary general meeting (“ EGM ”) of the Company to be held at 11:00 a.m. on Tuesday, 18 May 2010 at the Conference Room, 2nd Floor, Prime Hotel, 2 Wangfujing Ave., Beijing, the People’s Republic of China or any adjournment thereof as hereunder indicated in respect of the resolutions set out in the notice of the EGM of the Company dated 1 April 2010, and, if no such indication is given, as my/our proxy thinks fit.

					ORDINARY RESOLUTIONS		For (Note 5)	Against (Note 5)
		1.		To approve, confirm and ratify the Airline Services Agreement (as defined in the
				circular of the Company dated 1 April 2010 (the“Circular”)) in relation to the
				provision of technology services by the Company to Shanghai Airlines CompanyLimited (上海航空股份有限公司) up to 31 December 2010 and all the transactions
				contemplated thereunder, and to approve the Annual		Cap (as defined in the
				Circular) for the	transactions contemplated under the Airline Services Agreement
				for the year ending 31 December 2010.
		2.		To approve the giving of consent to, or the entry into of		any agreement(s) for, by
				the Company and/or Accounting Centre of China Aviation Limited Company(中國航空結算有限責任公司), the transfer of rights and obligations under the
				Airline Services Agreement, the Revenue Accounting and Settlement Agreement
				(as defined in the Circular) and/or the Interline Data Exchange Agreement (as
				defined in the Circular) from Shanghai Airlines Company Limited to New
				Shanghai Airlines (as defined in the Circular).
					SPECIAL RESOLUTION		For (Note 5)	Against (Note 5)
		3.		To approve the amendments to the articles of association of the Company as set
				out in the Circular.

Dated this

day of

2010 Signature(s) [(Note][6)] :

Notes:

1. Important: You should first review the notice of EGM of the Company dated 1 April 2010 (“Notice”) before appointing a proxy.

2. Please insert the number of 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 shares in the capital of the Company registered in your name(s). Please also insert the type of shares (domestic shares or H shares) to which the proxy relates.

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 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 EGM 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 EGM, 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 EGM, 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, for holders of domestic shares, 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 EGM or any adjournment thereof. In order to be valid, for holders of H shares, the above documents must be delivered to Hong Kong Registrars Limited, Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong within the same period.