Yantai North Andre Juice Co. Ltd. — Proxy Solicitation & Information Statement 2011

May 13, 2011

(a joint stock limited company incorporated in the People’s Republic of China)

Yantai North Andre Juice Co., Ltd.[*]

(Stock Code: 2218)

FORM OF PROXY FOR USE AT THE CLASS MEETING FOR HOLDERS OF DOMESTIC SHARES

Form of proxy for the class meeting of holders of Domestic Shares (the “ Class Meeting ”) of Yantai North Andre Juice Co., Ltd.* (the “ Company ”) to be held at 2nd Floor, No. 18 Andre Avenue, Muping Economic Development Zone, Yantai City, Shandong Province, the People’s Republic of China (the “ PRC ”) on Tuesday, 28 June 2011 at 11:00 a.m..

I/We[1]

of

being the registered holder(s) of

Domestic Shares[2] of RMB0.10 each in

the capital of the Company, HEREBY APPOINT THE CHAIRMAN OF THE CLASS MEETING[3] or of

as my/our proxy to attend, act and vote for me/us at the Class Meeting (or any adjournment) to be held at 2nd Floor, No. 18 Andre Avenue, Muping Economic Development Zone, Yantai City, Shandong Province, the PRC on Tuesday, 28 June 2011 at 11:00 a.m., for the purpose of considering, and if thought fit, passing the resolutions set out in the notice convening the Class Meeting and at such Class Meeting to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below.

	Special ResolutionFor4	Special ResolutionFor4	Special ResolutionFor4	Against4Abstain4
	To consider and approve the general mandate to be granted to the Board torepurchase H Shares.
	Dated this	date of	2011Shareholder’s signature5

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS as shown in the register of members of the Company.

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 in the Company registered in your name(s).

3. If any proxy other than the Chairman is preferred, strike out the “ THE CHAIRMAN OF THE CLASS MEETING or” and insert the name and address of the proxy desired in the space provided. ANY ALTERATIONS MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK THE APPROPRIATE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK THE APPROPRIATE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON A RESOLUTION, TICK THE APPROPRIATE BOX MARKED “ABSTAIN”. Failure to tick any box will entitle your proxy to cast his vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Class Meeting other than those referred to in the notice convening the Class Meeting.

5. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, either under its seal or under the hand of an officer, attorney or other person 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.

6. Any member entitled to attend and vote at the Class Meeting is entitled to appoint another person as his proxy to attend and vote instead of him. A proxy needs not be a member. A member who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf at the Class Meeting.

7. To be valid, for holders of Domestic Shares, this form of proxy and the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power of attorney, shall be deposited at the registered office of the Company, at No. 18 Andre Avenue, Muping Economic Development Zone, Yantai City, Shandong Province, the PRC no less than 24 hours before the time appointed for the Class Meeting or adjourned meeting.

8. In the case of joint registered holders of any share, any one of such persons may vote at the Class Meeting, either personally or by proxy, in respect of such shares as if he was solely entitled thereto; but if more than one of such joint holders be present at the Class Meeting, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holder(s), and for this purpose seniority shall be determined by the order in which the names stand in the register of member in respect of the joint holding.

9. A proxy attending the Class Meeting must present his proof of identity.

* For identification purpose only