THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

HONG KONG EXCHANGES AND CLEARING LIMITED AND THE STOCK EXCHANGE OF HONG KONG LIMITED TAKE NO RESPONSIBILITY FOR THE CONTENTS OF THIS ELECTION FORM, MAKE NO REPRESENTATION AS TO ITS ACCURACY OR COMPLETENESS AND EXPRESSLY DISCLAIM ANY LIABILITY WHATSOEVER FOR ANY LOSS HOWSOEVER ARISING FROM OR IN RELIANCE UPON THE WHOLE OR ANY PART OF THE CONTENTS OF THIS ELECTION FORM.

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INTERIM DIVIDEND FOR THE SIX MONTHS ENDED 30 JUNE 2014 - ELECTION FORM

THIS ELECTION FORM IS FOR THE USE ONLY OF THE SHAREHOLDER(S) OF HENDERSON LAND DEVELOPMENT COMPANY LIMITED (THE "COMPANY") NAMED IN BOX A. THE RIGHT TO RECEIVE NEW SHARES INSTEAD OF THE WHOLE OR PART OF THE CASH DIVIDEND IS NON-TRANSFERABLE. IF YOU ARE NOT AN "ELIGIBLE SHAREHOLDER" (AS DEFINED IN THE ACCOMPANIED CIRCULAR OF THE COMPANY DATED 18 SEPTEMBER 2014 (THE "CIRCULAR")), YOU SHOULD NOT COMPLETE THIS ELECTION FORM AND IF YOU DO SO, SUCH ELECTION FORM WILL BE VOID AND OF NO EFFECT. THIS ELECTION FORM SHOULD BE READ IN CONJUNCTION WITH THE CIRCULAR. THE DECISION OF THE COMPANY IN ANY DISPUTE RELATING TO THE SCRIP DIVIDEND SCHEME (AS DEFINED IN THE CIRCULAR) SHALL BE CONCLUSIVE AND BINDING.

DO NOT COMPLETE THIS ELECTION FORM IF YOU WISH TO RECEIVE YOUR INTERIM DIVIDEND WHOLLY IN CASH. IF YOU WISH TO RECEIVE ALL OR PART OF YOUR INTERIM DIVIDEND IN NEW SHARES, YOU MUST COMPLETE AND RETURN THIS ELECTION FORM IN ACCORDANCE WITH THE INSTRUCTIONS BELOW.

BOX A NAME(S) AND ADDRESS OF REGISTERED SHAREHOLDER(S)

REGISTERED HOLDING OF SHARES ON 15 SEPTEMBER

2014 ("RECORD DATE")

BOX B �=�-!m!i:JL}j-tli8

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IF YOU ELECT TO RECEIVE NEW SHARES IN RESPECT OF THE INTERIM DIVIDEND FOR THE SIX MONTHS ENDED 30 JUNE 2014 ON PART OF YOUR REGISTERED HOLDING OF SHARES, PLEASE ENTER IN BOX C THE NUMBER OF SHARES FOR WHICH YOU ELECT TO RECEIVE THE INTERIM DIVIDEND IN THE FORM OF NEW SHARES IN LIEU OF CASH DIVIDEND.

IF YOU SIGN THIS ELECTION FORM BUT DO NOT SPECIFY THE NUMBER OF SHARES IN RESPECT OF WHICH YOU WISH TO RECEIVE NEW SHARES IN LIEU OF CASH OR, IF YOU ELECT TO RECEIVE NEW SHARES IN LIEU OF CASH IN RESPECT OF A GREATER NUMBER OF SHARES THAN WHAT YOU WOULD HAVE BEEN ENTITLED BASED ON YOUR REGISTERED HOLDING ON THE RECORD DATE, THEN IN EITHER CASE YOU WILL BE DEEMED TO HAVE EXERCISED YOUR ELECTION TO RECEIVE ONLY NEW SHARES IN RESPECT OF ALL THE SHARES REGISTERED IN YOUR NAME.

BOX C

NUMBER OF REGISTERED SHARES FOR WHICH INTERIM DIVIDEND TO BE PAID IN NEW SHARES

TO: THE DIRECTORS OF HENDERSON LAND DEVELOPMENT COMPANY LIMITED

I/WE, THE UNDERSIGNED AND ABOVE-NAMED SHAREHOLDER(S), HEREBY GIVE NOTICE THAT THE INTERIM DIVIDEND FOR THE SIX MONTHS ENDED 30 JUNE 2014

PAYABLE ON THE SHARE(S) REGISTERED IN MY/OUR NAME(S) SHOULD BE PAID BY NEW SHARES IN LIEU OF CASH EITHER IN FULL OR IN PART IN ACCORDANCE WITH THE INSTRUCTIONS GIVEN ABOVE, SUBJECT TO THE TERMS AND CONDITIONS SET OUT IN THE CIRCULAR AND THE ARTICLES OF ASSOCIATION OF THE COMPANY.

Date .................................................. 2014.

SIGNATURE(S) OF SHAREHOLDER(S)

(1) ................................................................ (2)................................................................ (3) ............................................................... (4) ............................................................... IN THE CASE OF JOINT HOLDERS, ANY ONE OF THE JOINT HOLDERS MUST SIGN.

TEL. NO. IN THE CASE OF A CORPORATON, THIS ELECTION FORM SHOULD BE SIGNED BY AUTHORISED PERSON

WHOSE OFFICE SHOULD BE STATED.

YOUR SIGNATURE(S) ABOVE MUST CORRESPOND WITH YOUR SPECIMEN SIGNATURE(S) FILED WITH COMPUTERSHARE HONG KONG INVESTOR SERVICES LIMITED.

SHARE CERTIFICATES AND/OR CHEQUES FOR THE INTERIM DIVIDEND WILL BE SENT BY ORDINARY MAIL TO THE SHAREHOLDER(S) AND AT THE SHAREHOLDER(S)' RISK TO THE ADDRESS STATED ABOVE.

THIS ELECTION FORM SHOULD BE RETURNED TO THE COMPANY'S REGISTRAR, COMPUTERSHARE HONG KONG INVESTOR SERVICES LIMITED, 17M FLOOR, HOPEWELL CENTRE, 183 QUEEN'S ROAD EAST, WANCHAI, HONG KONG NO LATER THAN 4:30 P.M. ON WEDNESDAY, 8 OCTOBER 2014.

183 17M

NO ACKNOWLEDGEMENT OF RECEIPT OF THIS ELECTION FORM WILL BE ISSUED.

FAILURE TO COMPLETE AND RETURN THIS ELECTION FORM BY 4:30 P.M. ON WEDNESDAY, 8 OCTOBER 2014 WILL RESULT IN YOUR INTERIM DIVIDEND BEING PAID IN FULL IN THE FORM OF CASH.

FOR THE AVOIDANCE OF DOUBT, WE DO NOT ACCEPT ANY SPECIAL INSTRUCTIONS WRITTEN ON THIS ELECTION FORM.

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