Tsun Yip Holdings Limited — Proxy Solicitation & Information Statement 2018

Jan 16, 2018

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CNC HOLDINGS LIMITED 中國新華電視控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8356)

PROXY FORM

Form of proxy for use by the shareholders of CNC Holdings Limited (the ‘‘Company’’) at the extraordinary general meeting (the ‘‘Meeting’’) to be convened at Suites 2708-2710, 27/F., Everbright Centre, 108 Gloucester Road, Wanchai, Hong Kong on Tuesday, 6 February 2018 at 10:00 a.m. (or any adjournment thereof).

I/We[(note][a)]

of

(note b) shares (each a ‘‘Share’’)Share’’)’’)) of HK$0.001 each of

being the holder(s) of shares (each a ‘‘Share’’)Share’’)’’)) of HK$0.001 each of the Company hereby appoint the chairman (the ‘‘Chairman’’) of the Meeting or of to act as my/our proxy[(note][c)] at the Meeting to be held

at Suites 2708-2710, 27/F., Everbright Centre, 108 Gloucester Road, Wanchai, Hong Kong on Tuesday, 6 February 2018 at 10:00 a.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[(note][d)] .

ORDINARY RESOLUTIONS FOR AGAINST 1. Deed‘‘THAT:’’) entered(a) theintosupplementalbetween thedeedCompanydated 13andDecembera holder 2017of the(‘‘redeemableSecond Supplementalconvertible havingbondsof HK$257,030,210issuedbeen producedby the Company(theto the‘‘ConvertibleEGMon 9andDecembermarkedBonds‘‘2011’’A)’’(aandincopyaninitialledoutstandingof theby SupplementaltheprincipalchairmanamountofDeedthe EGM for the purpose of identification) in relation to the proposed amendments of terms and conditions of the Convertible Bonds, in relation to the proposed extension of maturity date of the Convertible Bonds to 9 December 2018 pursuant to the Second Supplemental Deed and all transactions contemplated thereunder, be and are hereby approved, confirmed and ratified; and (b) subject to The Stock Exchange of Hong Kong LimitedBonds, theconsentingdirectorsto (eachthe alternationa ‘‘Directorto ‘‘theandtermscollectivelyand conditionsthe ‘‘Directorsof the Convertible‘‘）of the Company be and are hereby authorised to exercise all the powers of the Company and take all steps as might in their opinion be desirable, necessary or expedient to give effect to or in connection with the Second Supplemental Deed including without limitation to: (i) the execution, amendment, ratification, delivery, submission and/or implementation of any further documents or agreements in relation to the Second Supplemental Deed; and (ii)the Secondthe takingSupplementalof all necessaryDeed.actions’’ to implement the transactions contemplated under 2. (a) To re-elect Dr. Jiang Yan as executive director of the Company; (b) To re-elect Mr. Liu Da Yong as executive director of the Company; (c) To re-elect Ms. Tang Li as non-executive director of the Company; (d) To re-elect Mr. Law Cheuk Hung as non-executive director of the Company; (e) To re-elect Mr. Fan Chun Wah, Andrew, JP as independent non-executive director of the Company; and (f) To re-elect Mr. Wu Guo Ming as independent non-executive director of the Company. the day of 2018 Shareholder’s signature X X[(notes][e,][f,][g][and][h)]

Dated the

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 theA proxyMeetingneedornot’’ andbe inserta shareholderthe nameofandthe addressCompany.of theIf youpersonwishappointedto appointproxysomeinpersonthe spaceotherprovided.than the Chairman of the Meeting as your proxy, please delete the words ‘‘the Chairman of

• d ‘‘IfAgainstyou wish’’. Ifto thisvoteformfor anyreturnedof theisresolutionsduly signedsetbutout withoutabove, pleasespecifictickdirection(‘‘✓’’) theon anyboxesofmarkedthe proposed‘‘For’’.resolutions,If you wishtheto voteproxyagainstwill voteany orresolutions,abstain atpleasehis/hertickdiscretion(‘‘✓’’) thein boxesrespectmarkedof all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his/her discretion. A proxy will also be entitled to vote at his/her 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 first 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 of the Company, or his/her attorney duly authorised in writing, or if the shareholder is a corporation, either under its common seal or under the hand of an officer or attorney so authorised.

• g depositedTo be valid,at thethis Hongform ofKongproxybranchtogethersharewithregistrarany powerof theofCompany,attorney orTricorotherInvestorauthorityServices(if any)Limitedunder whichat Levelit is22,signedHopewellor a notariallyCentre, 183certifiedQueencopy’s Roadof suchEast,powerWanchai,or authorityHong Kongmustnotbe 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.