(A joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock Code: 3378)

PROXY FORM FOR USE

AT THE SECOND EXTRAORDINARY GENERAL MEETING IN 2020

TO BE HELD ON 16 SEPTEMBER 2020

I/We(Note 1)

of (address)

, being the Shareholder(s)

of Xiamen International Port Co., Ltd (the "Company") holding

H Shares/

Domestic Shares(Note 2), hereby appoint the Chairman of the Meeting or(Note 3)

of

(address)

as my/our proxy to attend and vote for and on my/our behalf in respect of the resolutions set out in the notice of the Second Extraordinary General Meeting in 2020 ("EGM") at the EGM of the Company to be held at 9:00 a.m. on Wednesday, 16 September 2020, at 23rd Floor, Conference Room, No. 31 Donggang North Road, Xiamen, the PRC or at any adjournment thereof as indicated hereunder or, if no such indication is given, as the proxy thinks fit. Unless otherwise indicated, capitalized terms used herein shall have the same meaning as those defined in the circular of the Company in relation to the EGM dated 31 August 2020.

Ordinary Resolution (Note 4)

For(Note 5)

Against(Note 5)

1. (A) To consider and approve the Capital Increase Agreement dated 5 August 2020 entered into by and between Xiamen Port Development Co., Ltd.* (廈門港務發展股份有限公司) and Xiamen Port Holding Group Co., Ltd.* (廈門港務控股集團有限公司) (the "Capital increase Agreement") and the transactions contemplated thereunder (the "Capital Contribution Transactions"); and (B) to authorise any one or more of the Directors to deal with, for and on behalf of the Company, the relevant matters in relation to the Capital Increase Agreement and the Capital Contribution Transactions contemplated thereunder.

Special Resolution (Note 4)

For(Note 5)

Against(Note 5)

2. (A) To consider and approve the application by the Company to the National Association of Financial Market Institutional Investors* (中國銀行間市場交易商協會) ("NAFMII") for the registration of the issue of new super short-term notes in the PRC with an aggregate maximum principal amount not exceeding RMB8,000,000,000 within two years from the completion of the registration at the NAFMII; and (B) to authorise any one or more of the Directors to, inter alia, determine the terms and conditions and other relevant matters in relation to such issue as set out in item 2 of the notice of the EGM.

Date:

2020

Signature(s):

Notes:

  1. Full name(s) (in Chinese or English) and address(es) as shown in the register of members of the Company to be inserted in BLOCK CAPITALS.
  2. Please insert the number of shares to which this proxy form relates registered in your name(s). If no number is inserted, this proxy form will be deemed to relate to all shares of the Company registered in your name(s). Please also delete the class of shares inapplicable (Domestic Share or H Share).
  3. If you wish to appoint any person other than the Chairman of the EGM as your proxy, please delete the words "the Chairman of the Meeting or" and insert the name and address of the proxy you duly appointed. Any member entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to attend and vote on his/her behalf. A proxy needs not be a member of the Company. Any alterations made in this proxy form should be initialed by the person who signs it.
  4. The description of these resolutions is by way of summary only. The full text appears in the notice of the EGM of the Company.
  5. IMPORTANT: Please indicate with a "" in the appropriate box under the column marked "For" if you wish to vote in favour of a resolution. Please indicate with a "" in the appropriate box under the column marked "Against" if you wish to vote against. If no direction is given, the proxy is entitled to vote or abstain as he/she thinks fit. Unless otherwise directed in the proxy form, the proxy is also entitled to vote as he/she thinks fit for any resolution duly submitted to the meeting in addition to those set out in the notice of the EGM.
  6. This proxy form must be signed by you or your attorney duly authorised in writing, or under the Common Seal or the hand of a director or an attorney duly authorised to sign the proxy form in case of a corporation. If the proxy form is signed by an attorney, the power of attorney or other authorisation document giving such authorisation shall be notarised.
  7. In cases of joint holders of a share, any one of such holders is entitled to vote at the EGM either in person or by proxy, as if he/she is the only one entitled to do so among the joint holders. However, only the vote of the person whose name stands first on the register of members in respect of such share shall be accepted if more than one joint holder attend the EGM personally or by proxy.
  8. To be valid, this proxy form together with any notarised copy of the power of attorney or other authorisation documents (if any) must be deposited, not less than 24 hours before the time appointed for holding the EGM or any of its adjournments (as the case may be) at the Secretariat to the Board of the Company for Domestic Shareholders, or at Computershare Hong Kong Investor Services Limited of 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong for H Shareholders.
  9. The EGM is expected to last half a day. Members attending the EGM shall take care of their own travel and lodging expenses. Members or their proxies attending the EGM must produce their identification documents.

* For identification purpose only

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Xiamen International Port Co. Ltd. published this content on 31 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 August 2020 00:19:07 UTC