C P Pokphand : Proxy Form for Special General Meeting

each in the share capital of C.P. POKPHAND CO. LTD. (the "Company"), hereby appoint CHAIRMAN OF THE MEETING or

of

as my/our proxy to attend and vote for my/our behalf in my/our name(s) at the special general meeting of the Company to be held at Suite 6411-6416, 64th Floor, Two International Finance Centre, 8 Finance Street, Hong Kong on 18 December 2019 at 11:00 a.m. (or at any adjournment thereof) (the "Meeting") in respect of the resolutions set out in the notice of the Meeting as hereunder indicated.

Notes:

1. Full name(s) and address(es) to be inserted in block capitals. The names of all joint holders should be stated.
2. Please insert the number of shares registered in your name(s). If no number is inserted, this proxy form 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 appointed, strike out "CHAIRMAN OF THE MEETING or" and insert the name and address of the proxy desired in the space provided. A proxy need not be a member of the Company but must attend the Meeting in person to represent you.
4. IMPORTANT: If you wish to vote for a resolution, place a "✓" in the box marked "FOR", if you wish to vote against a resolution, place a "✓" 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 amendment to the resolutions referred to in the notice convening the Meeting and on any resolutions which have been properly put to the Meeting other than those referred to in the notice convening the Meeting.
5. 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, attorney or other person so 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), and for this purpose, seniority will be determined by the order in which the names stand in the register of members.
7. In order to be valid, this proxy form, 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 lodged with the Company's share registrar in Hong Kong, Computershare Hong Kong Investors Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not less than 48 hours (i.e. not later than 11:00 a.m. on 16 December 2019) before the time appointed for holding the Meeting or any adjournment thereof (as the case may be).
8. Any alteration made to this proxy form must be initialled by the person who signs it.
9. Completion and delivery of the proxy form will not preclude you from attending and voting at the Meeting if you so wish.