Form of proxy for use at the extraordinary general meeting to be held on 8 october 2020, thursday (or at any adjournment thereof)

OCI International Holdings Limited

東 建 國 際 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 329)

FORM OF PROXY FOR USE

AT THE EXTRAORDINARY GENERAL MEETING TO

BE HELD ON 8 OCTOBER 2020, THURSDAY (OR AT ANY ADJOURNMENT THEREOF)

I/We note 1

of

being the registered holder(s) of note 2_ ordinary shares of HK$0.01 each (the "Shares") in the capital of OCI International Holdings Limited (東建國際控股有限公司) (the "Company"), HEREBY APPOINT note 3 the chairman of the extraordinary

general meeting, or

of

as my/our proxy to attend for me/us at the extraordinary general meeting (and at any adjournment thereof) of the Company to be held at 11:00 a.m. on 8 October 2020, Thursday at 10/F., United Centre, 95 Queensway, Admiralty, Hong Kong for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the said meeting (the "Notice") and at such meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the said resolutions as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.

1. To issue and allot 440,000,000 new shares of the Company to JZ Investment Fund L.P. at the subscription price of HK$0.65 per share pursuant to the terms of the Subscription Agreement
2. To re-elect Mr. Liu Zheng as an executive Director.

Notes:

1. Please insert full name(s) and address(es) must be inserted in BLOCK CAPITALS.
2. Please insert the number of shares registered in your name(s) to which the proxy relates. 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 is preferred, please strike out "the chairman of the extraordinary general meeting, or" 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(S) WHO
   SIGN(S) IT.
4. The above description of the proposed resolutions is by way of summary only. The full text appears in the notice of the meeting.
5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK THE RELEVANT BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK THE RELEVANT BOX MARKED "AGAINST". Failure to tick either box will entitle your proxy to cast your vote or abstain at his discretion. Your proxy will be entitled to vote at his discretion on any resolutions properly put to the meeting other than those referred to in the Notice convening the meeting.
6. This form of proxy must be signed under the hand of the appointor or of his attorney duly authorised in writing, or if the appointor is a corporation, either under seal or under the hand of an officer or attorney duly authorised.
7. If two or more persons are jointly entitled to a share and are present at the meeting, only the joint holder whose name stands first in the Register of Members in respect of the joint holding is entitled to vote at the meeting.
8. To be valid, this form of proxy, together with the power of attorney (if any) or other authority (if any) under which it is signed, or a certified copy thereof, must be lodged by post or by hand at Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not less than 48 hours before the time appointed for holding the meeting (i.e. no later than 11:00 a.m. on Tuesday, 6 October 2020) or adjourned meeting.
9. Completion and delivery of the form of proxy will not preclude a member from attending and voting in person at the meeting if the member so desires and in such event, the instrument appointing a proxy shall be deemed to be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

"Personal Data" in this proxy form has the same meaning as "personal data" in the Personal Data (Privacy) Ordinance, Cap 486 ("PDPO"), which may include your and/or your proxy's name and address.

Your and your proxy's Personal Data provided in this form will be used in connection with processing your request for the appointment of a proxy to attend, act and vote on your behalf as directed above at the Extraordinary General Meeting. Your supply of your and your proxy's Personal Data is on voluntary basis. However, the Company may not be able to process your request unless you provide us with such Personal Data.

Your and your proxy's Personal Data will be disclosed or transferred to the Company's Share Registrar and/or other companies or bodies for the purpose stated above, or when it is required to do so by law, for example, in response to a court order or a law enforcement agency's request, and will be retained for such period as may be necessary for the Company's verification and record purpose.

By providing your proxy's Personal Data in this form, you should have obtained the express consent (which has not been withdrawn in writing) from your proxy in using his/her Personal Data provided in this form and that you have informed your proxy of the purpose for and the manner in which his/her data may be used.

You/your proxy have/has the right to request access to and/or correction of your/your proxy's Personal Data respectively in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your/your proxy's Personal Data should be in writing by mail to Personal Data Privacy Officer, Computershare Hong Kong Investor Services Limited, 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.

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