CHINA NEW ECONOMY FUND LIMITED

中 國 新 經 濟 投 資 有 限 公 司

(an exempted company incorporated in the Cayman Islands with limited liability)

(Stock Code: 80)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING

TO BE HELD ON FRIDAY, 28 MAY 2021

I/We (Note 1)

of

being the registered holder(s) of (Note 2)shares in the issued share

capital of China New Economy Fund Limited (the "Company") HEREBY APPOINT THE CHAIRMAN OF THE MEETING (Note 3) or

of

as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the annual general meeting (the "AGM") of the Company for the year 2021 to be held at Units 1203B, 1204-1205, 12/F, World-Wide House,19 Des Voeux Road Central, Central, Hong Kong on Friday, 28 May 2021 at 10:00 a.m. (and at any adjournment thereof).

Please tick ("✔") the appropriate boxes to indicate how you wish your vote(s) to be cast (Note 4).

ORDINARY RESOLUTIONS

FOR

AGAINST

1.

To receive the audited financial statements of the Company and the reports of

the directors and auditors for the year ended 31 December 2020.

2(a).

To re-elect Mr. Gu Xu as an executive Director.

2(b).

To re-elect Mr. Wang Dingben as a non-executive Director.

2(c).

To re-elect Mr. Chow Yeung Tuen Richard as a non-executive Director.

2(d).

To re-elect Mr. Leung Wai Lim as an independent non-executive Director.

2(e).

To authorize the Board of Directors to fix the remuneration of respective

Directors.

3.

To re-appoint HLB Hodgson Impey Cheng Limited as auditors of the Company

and to authorize the Board of Directors to fix their remuneration.

4.

To give a general mandate to the Board of Directors to allot, issue and deal

with additional shares of the Company not exceeding 20% of the total number

of issued shares of the Company as at the date of passing of this resolution.

5.

To give a general mandate to the Board of Directors to repurchase shares of the

Company not exceeding 10% of the total number of issued shares of the

Company as at the date of passing of this resolution.

6.

To extend the general mandate granted to the Board of Directors to allot, issue

and deal with additional shares in the capital of the Company by the aggregate

number of the shares repurchased by the Company.

7.

To approve the refreshment of the scheme mandate limit under the share option

scheme of the Company.

Date:

2021

Signature(s) (Note 5)

Notes:

  1. Full name(s) and address(es) to be inserted 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). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.
  3. If any proxy other than the Chairman of the meeting is preferred, please strike out the words "the Chairman of the meeting" and insert the name and address of the proxy desired in the space provided. Any shareholder of the Company, who is the holder of two or more shares entitled to attend and vote at the AGM, is entitled to appoint more than one proxy to attend and on a poll, vote instead of him. A proxy need not be a shareholder of the Company. Every shareholder present in person or by proxy shall be entitled to one vote for each share held by him.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK ("✔") THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK ("✔") THE BOX MARKED "AGAINST". If no direction is given, your proxy will vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.
  5. This form of proxy must be signed by you or your attorney duly authorized in writing. In case of a corporation, the same must be either under its common seal or under the hand of an officer or attorney so authorized. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
  6. In case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the Register of Members of the Company.
  7. In order to be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it is signed or a certified copy thereof, must be deposited at the Company's branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not less than 48 hours before the time appointed for the meeting or any adjournment thereof.
  8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM if you so wish.
  9. References to time and dates in this form of proxy are to Hong Kong time and dates.

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China New Economy Fund Ltd. published this content on 26 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 April 2021 08:53:00 UTC.