Yue Yuen Industrial : Form of Proxy for Annual General Meeting

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YUE YUEN INDUSTRIAL (HOLDINGS) LIMITED

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(Incorporated in Bermuda with limited liability)

(Stock Code: 551) FORM OF PROXY FOR ANNUAL GENERAL MEETING (OR ANY ADJOURNMENT THEREOF)

of being the registered holder(s) of2 shares of HK$0.25 each in the capital of abovenamed company (the "Company") HEREBY APPOINT 3 the Chairman of the meeting, or of as my/our proxy to attend and vote for me/us and on my/our behalf at the said meeting of the Company to be held at Lotus Room, 6/F., Marco Polo Hongkong Hotel, 3 Canton Road, Tsimshatsui, Kowloon, Hong Kong on 7th March, 2012, Wednesday at 2:00 p.m. (or at any adjournment thereof) in respect of the resolutions set out in the notice convening the said meeting as hereunder indicated, and, if no such indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTIONS	FOR4	AGAINST4
1. To receive and consider the audited financial statements and the reports of the directors and auditors for the year ended 30th September, 2011.
2. To declare a final dividend of HK$0.56 per share for the year ended 30th September, 2011.
3. (i) To re-elect Mr. Kung Sung Yen as a director. (ii) To re-elect Mr. Li I Nan, Steve as a director. (iii) To re-elect Dr. Liu Len Yu as a director. (iv) To re-elect Mr. Leung Yee Sik as a director. (v) To re-elect Mr. Chu Li-Sheng as a director. (vi) To authorise the board of directors to fix the remuneration of the directors.
3. (i) To re-elect Mr. Kung Sung Yen as a director. (ii) To re-elect Mr. Li I Nan, Steve as a director. (iii) To re-elect Dr. Liu Len Yu as a director. (iv) To re-elect Mr. Leung Yee Sik as a director. (v) To re-elect Mr. Chu Li-Sheng as a director. (vi) To authorise the board of directors to fix the remuneration of the directors.
3. (i) To re-elect Mr. Kung Sung Yen as a director. (ii) To re-elect Mr. Li I Nan, Steve as a director. (iii) To re-elect Dr. Liu Len Yu as a director. (iv) To re-elect Mr. Leung Yee Sik as a director. (v) To re-elect Mr. Chu Li-Sheng as a director. (vi) To authorise the board of directors to fix the remuneration of the directors.
3. (i) To re-elect Mr. Kung Sung Yen as a director. (ii) To re-elect Mr. Li I Nan, Steve as a director. (iii) To re-elect Dr. Liu Len Yu as a director. (iv) To re-elect Mr. Leung Yee Sik as a director. (v) To re-elect Mr. Chu Li-Sheng as a director. (vi) To authorise the board of directors to fix the remuneration of the directors.
3. (i) To re-elect Mr. Kung Sung Yen as a director. (ii) To re-elect Mr. Li I Nan, Steve as a director. (iii) To re-elect Dr. Liu Len Yu as a director. (iv) To re-elect Mr. Leung Yee Sik as a director. (v) To re-elect Mr. Chu Li-Sheng as a director. (vi) To authorise the board of directors to fix the remuneration of the directors.
3. (i) To re-elect Mr. Kung Sung Yen as a director. (ii) To re-elect Mr. Li I Nan, Steve as a director. (iii) To re-elect Dr. Liu Len Yu as a director. (iv) To re-elect Mr. Leung Yee Sik as a director. (v) To re-elect Mr. Chu Li-Sheng as a director. (vi) To authorise the board of directors to fix the remuneration of the directors.
4. To appoint auditors and to authorise the board of directors to fix their remuneration.
5. A. To grant a general mandate to the directors to issue, allot and deal with additional shares not exceeding 10% of the issued share capital of the Company as at the date of passing of this resolution. B. To grant a general mandate to the directors to repurchase the Company's own shares not exceeding 10% of the issued share capital of the Company as at the date of passing of this resolution. C. To extend the general mandate to issue, allot and deal with additional shares of the Company under resolution number 5A to include the number of shares repurchased pursuant to the general mandate to repurchase shares under resolution number 5B.
5. A. To grant a general mandate to the directors to issue, allot and deal with additional shares not exceeding 10% of the issued share capital of the Company as at the date of passing of this resolution. B. To grant a general mandate to the directors to repurchase the Company's own shares not exceeding 10% of the issued share capital of the Company as at the date of passing of this resolution. C. To extend the general mandate to issue, allot and deal with additional shares of the Company under resolution number 5A to include the number of shares repurchased pursuant to the general mandate to repurchase shares under resolution number 5B.
5. A. To grant a general mandate to the directors to issue, allot and deal with additional shares not exceeding 10% of the issued share capital of the Company as at the date of passing of this resolution. B. To grant a general mandate to the directors to repurchase the Company's own shares not exceeding 10% of the issued share capital of the Company as at the date of passing of this resolution. C. To extend the general mandate to issue, allot and deal with additional shares of the Company under resolution number 5A to include the number of shares repurchased pursuant to the general mandate to repurchase shares under resolution number 5B.
6. To approve amendments to the share option scheme of Pou Sheng International (Holdings) Limited.
SPECIAL RESOLUTIONS
7. To approve the amendments to the bye-laws of the Company.
8. To approve the adoption of a new set of bye-laws, which consolidates all of the proposed amendments to the bye-laws as set out in the notice convening the meeting and all previous amendments made pursuant to resolutions passed by shareholders of the Company at general meetings, as the new bye-laws of the Company.

Dated this day of 2012.

Signature(s)5

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 proxy relates. 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).
3. If any proxy other than the Chairman of the meeting is preferred, delete the words "the Chairman of the meeting," and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK IN THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK IN THE BOX MARKED "AGAINST". Failure to tick a box will entitle your proxy to cast your 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. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must either be executed under its seal or under the hand of an officer or attorney or other person duly authorised to sign the same.
6. To be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it is signed or a certified copy of such power or authority, must be deposited at the Company's principal place of business in Hong Kong at Suites 3307-09, 33/F., Tower 6, The Gateway, 9 Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong not less than 48 hours before the time for holding the meeting or adjourned meeting (as the case may be).
7. In the case of joint holders of a share if more than one of such joint holder be present at any meeting the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose, seniority shall be determined by the order in which the names stand in the register in respect of the joint holding.
8. The proxy need not be a member of the Company but must attend the meeting in person to represent you.
9. Completion and return of the form of proxy shall not preclude a shareholder of the Company from attending and voting in person at the meeting and, in such event, the instrument appointing a proxy shall be deemed to be revoked.

* For identification only