China Innovationpay : FORM OF PROXY FOR ANNUAL GENERAL MEETING (or any adjournment thereof)

China Innovationpay Group Limited

中國創新支付集團有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 8083) FORM OF PROXY FOR ANNUAL GENERAL MEETING (or any adjournment thereof) Form of proxy for use by shareholders of China Innovationpay Group Limited (the "Company") at the Annual General Meeting and any adjournment thereof. (the "Meeting") to be held at Yue Function Room, First Floor, City Garden Hotel, 9 City Garden Road, North Point, Hong Kong on Friday, 9 June 2017 at 10:00 a.m.

I/We(note a) of being the registered holder(s) of (noteb) shares of HK$0.01 each (the "Shares") in the share capital of the Company HEREBY APPOINT the chairman of the Meeting, or (notesc and h)

of to act as my/our proxy to attend and to act for me/us at the Meeting and at any adjournment thereof and to vote on my/our behalf in respect of the resolution set out in the notice convening the Meeting as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.

Please tick ("✓") the appropriate box to indicate how you wish your vote(s) to be cast (noted) .

Ordinary Resolutions		For (note d)	Against (note d)
1.	To receive and consider the audited consolidated financial statements and the reports of the directors of the Company (individually, a "Director" and collectively, the "Directors") and the auditors of the Company (the "Auditors") for the year ended 31 December 2016.
2.	(i) To re-elect Mr. Guan Guisen as an executive director and authorise the board of directors to fix his remuneration.
	(ii) To re-elect Mr. Wang Zhongmin as an independent non-executive director and authorise the board of directors to fix his remuneration.
	(iii) To re-elect Mr. Gu Jiawang as an independent non-executive director and authorise the board of directors to fix his remuneration.
3.	To re-elect RSM Hong Kong as Auditors of the Company and authorise the board of Directors to fix their remuneration.
4.	To approve ordinary resolution no. 4 set out in the notice of the Annual General Meeting (to give a general mandate to the directors to issue shares in the Company).
5.	To approve ordinary resolution no. 5 set out in the notice of the Annual General Meeting (to give a general mandate to the directors to repurchase shares in the Company).
6.	To approve ordinary resolution no. 6 set out in the notice of the Annual General Meeting (to extend the general mandate to issue shares under ordinary resolution no. 4 by adding the number of shares repurchased under ordinary resolutions no. 5).

Shareholder's signature: (notes e, f, g andh)

Dated this day of , 2017.

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) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the Shares registered in your name(s).

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

4. If you wish to vote for a resolution set out above, please tick ("✓") the appropriate box marked "For". If you wish to vote against a resolution, please tick ("✓") the appropriate box marked "Against". If this form is returned duly signed but without specific direction on the proposed resolutions, the proxy will vote or abstain at his/her discretion in respect of the resolutions. A proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those set out in the notice convening the Meeting.

5. In the case of a joint holding of any Shares, 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 of the Company in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

6. This form of proxy must be signed by a shareholder of the Company, or his/her 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.

7. 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 Company c/o the Company Secretary at the Company's principal place of business and head office in Hong Kong at Unit 2708, 27/F., The Center, 99 Queen's Road Central, Hong Kong not less than 48 hours before the time appointed for holding the Meeting or any adjournment thereof.

8. Any alteration made to this form of proxy should be initialled by the person who signs it.