中國國際航空股份有限公司
AIR CHINA
LIMITED
(a joint stock limited
company incorporated in the People's Republic of China with limited
liability)
(Stock
Code: 00753)
FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING
Number of shares to which this form
of proxy relates (Note
1)
I/We (Note 2)
of
being the registered holder(s) of
(Note
3)
H Shares in the share capital of Air
China Limited (the "Company") HEREBY APPOINTthe chairman of the
meeting and/or (Note
4)
of
as my/our
proxy/proxies: (a) to act for me/us at the extraordinary general
meeting (or at any adjournment thereof) of the Company to be held
at 11:30 a.m. on Thursday, 5 December 2024 at The Conference Room
C713, No. 30 Tianzhu Road, Airport Industrial Zone, Shunyi
District, Beijing, the PRC (the "Meeting") for the purpose of
considering and, if thought fit, passing the resolutions (the
"Resolutions") as set out
in the notice convening the Meeting (the "Notice"); and (b) at the Meeting (or at
any adjournment thereof) to vote for me/us and in my/our name(s) in
respect of the Resolutions as hereunder indicated or, if no such
indication is given, as my/our voting proxy thinks fit. Unless
otherwise indicated, capitalised terms used herein shall have the
same meaning as those defined in the Notice.
ORDINARY RESOLUTIONS
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FOR (Note 5)
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AGAINST (Note
5)
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ABSTAIN (Note
5)
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1.
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To consider and approve the
resolutions on the continuing related (connected) transactions
between the Company and CNAHC and its subsidiary:
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1.01 To consider and approve the
resolution on the renewal of the Government Charter Flight Service
Framework Agreement between the Company and CNAHC and the
application for the annual transaction caps for 2025 to
2027.
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1.02 To consider and approve the resolution on the entering into of the New Properties Leasing Framework Agreement between the Company and CNAHC and the application for the
annual transaction caps for 2025 to 2027.
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1.03 To consider and approve the
resolution on the renewal of the Media Services Framework Agreement between the Company and CNAMC and
the application for
the annual transaction caps for 2025
to 2027.
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1.04 To consider and approve the resolution on the entering into of the New Comprehensive Services Framework
Agreement between the Company and CNAHC and
the application for the annual transaction caps for 2025 to
2027.
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2.
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To consider and approve the
resolution on the renewal of the ACC Framework
Agreement between the Company and Air China Cargo and the
application for the annual transaction caps for 2025 to
2027.
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*
For details of the Resolutions, please refer to the circular of the
Company dated 18 November 2024.
Dated this
day of
2024
Signature (Note
6):
Notes:
1.
Please insert the
number of shares registered in your name(s) to which this proxy
form relates. If no number is inserted, this form of proxy will be
deemed to relate to all shares registered in your
name(s).
2.
Full name(s)
and address(es) to be inserted in BLOCK CAPITALS.
3.
Please insert
the total number of shares registered in your
name(s).
4.
A member entitled to
attend and vote at the Meeting is entitled to appoint one or more
proxies of his own choice to attend and vote instead of him. A
proxy need not be a member of the Company. If any proxy other than
the chairman of the Meeting is preferred, please strike out the
words "the chairman of the meeting and/or" and insert the name(s)
and address(es) of the proxy/proxies desired in the space provided.
In the event that two or more persons (other than the chairman of
the Meeting) are named as proxies and the words "the chairman of
the meeting and/ or" are not deleted, those words and references
shall be deemed to have been deleted.
5.
IMPORTANT: IF YOU WISH TO VOTE FOR THE
RESOLUTION, TICK IN THE BOX MARKED "FOR". IF YOU WISH TO VOTE
AGAINST THE RESOLUTION, TICK IN THE BOX MARKED "AGAINST". IF YOU
WISH TO ABSTAIN FROM VOTING,
TICK THE APPROPRIATE BOX MARKED
"ABSTAIN". Failure to complete the boxes will entitle
your voting proxy to cast his vote at his discretion. A member is
entitled to one vote for every fully-paid share held and a member
entitled to more than one vote need not use all his votes in the
same way. A tick in the relevant box indicates that the votes
attached to all the shares stated above as held by you will be
cast accordingly.
6.
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 seal or under
the hand of a director or attorney duly authorised. If this form of
proxy is signed by your attorney, the power of attorney or other
document of authorisation must be notarised.
7.
In order to be valid,
this form of proxy, together with the notarised copy of the power
of attorney or other document of authorisation (if any) under which
it is signed, for holders of H Shares, must be delivered to the
Company's H Share registrar, Computershare Hong Kong Investor
Services Limited, 17M Floor, Hopewell Centre, 183 Queen's Road
East, Wan Chai, Hong Kong, not less than 24 hours prior to the time
appointed for holding the Meeting (or any adjournment
thereof).
8.
Completion and
delivery of this form of proxy will not preclude you from attending
and/or voting at the Meeting (or any adjournment thereof) if you so
wish.
9.
ANY ALTERATION MADE TO THIS FORM OF PROXY
MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S)
IT.
10.
To attend and
represent the shareholder(s) at the Meeting, the proxy so appointed
must produce beforehand his identification document and any power
of attorney duly signed by his appointor(s) or the legal
representative(s) of his appointor(s). The power of attorney must
state the date of issuance.