Wanjia Group Holdings Limited — Proxy Solicitation & Information Statement 2016

Apr 28, 2016

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MIN XIN HOLDINGS LIMITED 閩信集團有限公司

(Incorporated in Hong Kong with limited liability)

(Stock code: 222)

FORM OF PROXY FOR ANNUAL GENERAL MEETING (OR ANY ADJOURNMENT THEREOF)

I/We[(NOTE 1)]

of

being the registered holder(s) of[(NOTE 2)] Min Xin Holdings Limited (the “Company”), hereby appoint[(NOTE 3)] of

shares of

or failing him the Chairman of the Meeting, as my/our proxy to vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at Aberdeen Room, Level 3, JW Marriott Hotel Hong Kong, Pacific Place, 88 Queensway, Hong Kong on Thursday, 16 June 2016 at 3:00 p.m. and at any adjournment thereof. Please indicate with a “✓” in the spaces provided how you wish your vote(s) to be cast on a poll. Should this proxy form be returned duly signed but without a specific direction, the proxy will vote or abstain at his discretion.

	Ordinary Resolutions	Ordinary Resolutions	For	Against
1.	To receive and consider the audited consolidated Financial Statements, the Report of the Directors and the Independent Auditor’s Report for the year ended 31 December 2015.
2.	To declare a final dividend for the year ended 31 December 2015.
3.	To re-elect the retiring Directors of the Company:
	(A)	Mr Peng Jin Guang
	(B)	Mr Weng Ruo Tong
	(C)	Mr So Hop Shing
	(D)	Mr Liu Lun
	(E)	Mr Hon Hau Chit
4.	To authorise the Board of Directors to fix the Directors’ remuneration.
5.	To re-appoint PricewaterhouseCoopers as Auditor and to authorise the Board of Directors to fix the Auditor’s remuneration.
6.	To give a general mandate to the Directors to repurchase shares of the Company.
7.	To give a general mandate to the Directors to issue, allot and otherwise deal with additional shares of the Company.
8.	To extend the general mandate granted to the Directors pursuant to Resolution No. 7 to issue additional shares of the Company.

Date:

Signature(s)[(NOTE 6)] :

NOTES:

1. Please insert full name(s) and address(es) (as shown in the register of members) in BLOCK CAPITALS .

2. 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 of the Company registered in your name(s).

3. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

1. 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 certified copy of such power or authority, must be deposited at the Company’s registered office, 17th Floor, Fairmont House, 8 Cotton Tree Drive, Central, Hong Kong not less than 48 hours before the time appointed for the holding of the Annual General Meeting or any adjournment thereof.

1. If two or more persons are jointly entitled to a share only the joint holder whose name stands first in the Register of Members in respect of the joint holding is entitled to attend and vote at the Annual General Meeting. Any other joint holder may only attend and vote in respect of the joint holding if appointed the proxy of such first named holder.

2. This proxy must be signed by you or your attorney duly authorised in writing or, if you are a corporation, must either be executed under seal or under the hand of an officer or attorney duly authorised.

3. The proxy need not be a member of the Company but must attend the Annual General Meeting in person to represent you.