Baofeng Modern International Limi : Proxy Form

BAOFENG MODERN INTERNATIONAL HOLDINGS COMPANY LIMITED ᘒࢤࣛ֠਷ყછٰϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1121)

PROXY FORM

Form of proxy for use at the extraordinary general meeting

(or at any adjournment thereof)

I/We (note a)	of	being
the holder(s) of	(note b) shares

of US$0.01 each of Baofeng Modern International Holdings Company Limited (the "Company") hereby appoint the

chairman of the extraordinary general meeting (the "Meeting") of the Company or

ofto act as my/our proxy (note c) at the Meeting to be held at 2:30 p.m. on Wednesday, 14 February 2018 at 20/F, OfficePlus @Sheung Wan, 93-103 Wing Lok Street, Sheung Wan, Hong Kong and at any adjournment thereof and to vote on my/our behalf as directed below.

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast (note d).

SPECIAL RESOLUTION		FOR	AGAINST
1.	That Pan-China (H.K.) CPA Limited (˂਄(࠰ಥ)ึࠇࢪԫਕהϞࠢʮ̡) be and is hereby removed as the auditor of the Company with immediate effect.
ORDINARY RESOLUTION
1.	That subject to the passing of the special resolution above, Confucius International CPA Limited (˂਄਷ყึࠇࢪԫਕהϞࠢʮ̡) be and is hereby appointed as the auditor of the Company with immediate effect and to hold office until the conclusion of the next annual general meeting of the Company and that the board of directors of the Company be and is hereby authorised to fix its remuneration.

Dated

Shareholder's signature

(note e, f, g and h)

Notes:

• a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS.

• b. 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 capital of the Company registered in your name(s).

• c. A proxy need not be a member of the Company. If you wish to appoint some person other than the Chairman of the Meeting as your proxy, please delete the words "the chairman of Meeting of the Company or" and insert the name and address of the person appointed proxy in the space provided.

• d. If you wish to vote for a resolution set out above, please tick ("") the box marked "For" against such resolution. If you wish to vote against a resolution, please tick ("") the box marked "Against" against such resolution. If the form returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those set out in the notice convening the Meeting.

• e. In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the Meeting, whether in person or by proxy, that one of the joint holders whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

• f. The form of proxy must be signed by a shareholder, or his attorney duly authorised in writing, or if the shareholder is a corporation, either under its Common Seal or under the hand of an officer or attorney so authorised.

• g. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the offices of the Company's Hong Kong branch share registrar and transfer office, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong not later than 48 hours before the time of the Meeting or any adjourned meeting.

• h. Any alteration made to this form should be initialled by the person who signs the form.

• i. Completion and return 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.

• j. For the purpose of determining shareholders' entitlements to attend and vote at the Meeting, the transfer books and the register of members of the Company will be closed from Thursday, 8 February 2018 to Wednesday, 14 February 2018 (both days inclusive), during which period no transfer of shares will be effected. In order to establish the right to attend and vote at the Meeting, all transfers, accompanied by the relevant share certificates, must be lodged with the Company's Hong Kong branch share registrar and transfer office, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong no later than 4:30 p.m. on Wednesday, 7 February 2018.