New World Development : Proxy Form for Extraordinary General Meeting

99 proxy 42954-01D 1..1

(incorporated in Hong Kong with limited liability)

(Stock Code: 0017)

Proxy Form for use at the Extraordinary General Meeting (or any adjournment thereof)

I/We(note 1) of being the registered holder(s) of (note2)

issued shares of New World Development Company Limited (新世界發展有限公司) (the ''Company'') HEREBY APPOINT the

Chairman of the meeting or (note3) of as my/our proxy to act for me/us at the extraordinary general meeting (or any adjournment thereof) of the Company to be held at Meeting Room N201 (Expo Drive Entrance), Hong Kong Convention and Exhibition Centre, 1 Expo Drive, Wanchai, Hong Kong at 11: 30 a.m. on Wednesday, 17 February 2016 and at such meeting (or any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the following resolutions as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTIONS		FOR(note 4)	AGAINST(note 4)
1.	To approve, ratify and confirm the Guiyang SP Agreement and the transactions contemplated thereunder and to authorise the director(s) of the Company to execute all such documents and do all such acts incidental thereto.(note5)
2.	To approve, ratify and confirm the Chengdu SP Agreement and the transactions contemplated thereunder and to authorise the director(s) of the Company to execute all such documents and do all such acts incidental thereto.(note5)

Dated: 2016 Shareholder's signature(note6):

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK LETTERS.

2. 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 of the Company registered in your name(s).

3. If any proxy other than the chairman of the meeting is preferred, strike out the words ''the Chairman of the meeting or'' and insert the name and address of proxy desired in the space provided. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK (✓) IN THE BOX MARKED ''FOR''. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK (✓) IN THE BOX MARKED ''AGAINST''. Failure to complete the boxes will entitle your

   proxy to cast his vote 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. The full text of each of the resolutions appears in the notice of the meeting incorporated in the circular of the Company dated 19 January 2016.

6. This proxy form 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 an officer or attorney duly authorised.

7. In order to be valid, this proxy form, together with the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority, must be deposited at the Company's share registrar, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof (as the case may be).

8. In the case of joint holders of a share, any one of such joint holders may vote at the meeting, either in person or by proxy, in respect of such share as if he were solely entitled thereto. If more than one of such joint holders are present at the meeting whether in person or by proxy, that one of the said persons so present whose name stands first on the register of members in respect of the relevant share will alone be entitled to vote in respect thereof.

9. Any member of the Company entitled to attend and vote at the meeting is entitled to appoint one or more proxies (who must be individuals) to attend and to speak and, on a poll, vote instead of him at the meeting, and separate proxies may be appointed by a member to represent the respective number of shares held by him as specified in the relevant proxy form. A proxy need not be a member of the Company.

10. Delivery of this proxy form will not preclude such member of the Company from attending and voting at the meeting (or any adjournment thereof) and in such event, this proxy form will be deemed to be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

1. ''Personal Data'' in this statement has the same meaning as ''personal data'' in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (''PDPO'').

2. Your Personal Data is supplied to the Company on a voluntary basis. Failure to provide sufficient information may render the Company not able to process your instructions and/or request as stated in this proxy form.

3. Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, the share registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for verification and record purposes.

4. You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing and sent to the Personal Data Privacy Officer of the share registrar.