PDF《HC INTERNATIONAL, INC. 慧聪网有限公司 *》

and (c) any one director of the Company, or if the affixation of the common seal of the Company is necessary, any one director of the Company or such other person (including a Director) or persons as the board of directors of the Company may appoint be and is/are hereby authorised for and on behalf of the Company to approve and execute all documents, instruments and agreements and to do all such acts or things deemed by him/her/them to be incidental to, ancillary to or in connection with the matters contemplated in or related to the Supplemental Deed (including but not limited to give instructions to the Escrow Agent to release the Escrow Documents and the Buy-Back Shares, to sign the Pre-signed Document and to terminate the Escrow Agreements) and any and all of the transactions contemplated thereunder or incidental thereto and completion thereof as he/she/they may consider necessary, desirable or expedient. Dated this day of

2016 Signature (Note 5) : Notes: 1. Full name(s) and address(es) (as shown in the Register of Members) to be inserted in BLOCK CAPITALS. 2. Please insert the number of ordinary shares of the Company 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 capital of the Company registered in your name(s). 3. If any proxy other than the Chairman of the Meeting is preferred, please delete the words "the Chairman of the Meeting, or" and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGNS IT. 4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK IN THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK IN THE BOX MARKED "AGAINST". Failure to complete the box will entitle your proxy to vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the 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, must be either under its common seal or under the hand of any officer or attorney or other person duly authorised. 6. In the 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 the votes of the other joint holder(s). For this purpose seniority will be determined by the order in which the names stand in the Register of Members of the Company in respect of the joint holding. 7. To be valid, this form of proxy, together with (if required by the board of directors of the Company) the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company's Hong Kong branch share registrar and transfer office, Computershare Hong Kong Investor Services Limited at Room 1712C1716, 17th Floor, Hopewell Centre,

183 Queen's Road East, Wanchai, Hong Kong not less than

48 hours before the time appointed for holding the Meeting (or any adjournment thereof). 8. A proxy need not be a member of the Company but must attend the Meeting in person to represent you. 9. Completion and delivery of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish. * For identification purposes only