6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2021

Commission File Number: 001-38077

Bright Scholar Education Holdings Limited

No.1, Country Garden Road

Beijiao Town, Shunde District, Foshan, Guangdong 528300

The People’s Republic of China

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F  x            Form 40-F  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ¨

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Bright Scholar Education Holdings Limited
Date: November 15, 2021	By:	/s/ Dongmei Li
	Name:	Dongmei Li
	Title:	Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
Exhibit 99.1	Press Release
Exhibit 99.2	Notice of Extraordinary General Meeting
Exhibit 99.3	Proxy Statement for Extraordinary General Meeting
Exhibit 99.4	Form of Proxy for Extraordinary General Meeting

EX-99.1

Exhibit 99.1 

 

Bright Scholar to Hold Extraordinary General Meeting on December 10, 2021

FOSHAN, China, November 15, 2021 /PRNewswire/ — Bright Scholar Education Holdings Limited (“Bright Scholar” or the “Company”) (NYSE: BEDU), a global premier education service company, today announced that it would hold an extraordinary general meeting of shareholders at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China on December 10, 2021 at 10:00 a.m., Beijing Time (GMT+8). The extraordinary general meeting is held for the purpose of considering and approving certain business disposal plan (the “Plan”) in response to the amended Implementation Regulations of the Law on the Promotion of Private Education of the People’s Republic of China, which became effective on September 1, 2021. The details of the Plan are specified in the Proxy Statement furnished to the Securities and Exchange Commission by the Company’s board of directors (the “Board”) dated November 15, 2021, which is also available free of charge on the investor relations section of our website at http://ir.brightscholar.com/. The Board has fixed November 15, 2021 as the record date (the “Record Date”) for determining the shareholders entitled to receive notice of the extraordinary general meeting or any adjournment or postponement thereof. Holders of record of the Company’s ordinary shares at the close of business on the Record Date are entitled to attend the extraordinary general meeting and any adjournment or postponement thereof in person.

About Bright Scholar Education Holdings Limited

Bright Scholar is a global premier education service company, which primarily provides quality international education to global students and equip them with the critical academic foundation and skillsets necessary to succeed in the pursuit of higher education. Bright Scholar also complements its international offerings with Chinese government-mandated curriculum for students who wish to maintain the option of pursuing higher education in China.

IR Contact:

GCM Strategic Communications

Email: BEDU.IR@gcm.international

Media Contact:

Email: media@brightscholar.com

Phone: +86-757-6683-2507

EX-99.2

Exhibit 99.2 

Bright Scholar Education Holdings Limited

(Incorporated in the Cayman Islands with limited liability)

(NYSE: BEDU)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “EGM”) of Bright Scholar Education Holdings Limited (the “Company”) will be held at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China on December 10, 2021 at 10:00 a.m., Beijing Time (GMT+8).

Holders of the Company’s ordinary shares as of the close of business on November 15, 2021, Beijing Time (GMT+8) (the “Record Date”) are cordially invited to attend the EGM.

Holders of the Company’s American depository shares (the “ADSs”) may not attend or vote at the EGM. Instead, holders of ADSs as of the Record Date will need to instruct The Bank of New York Mellon, the depositary of the Company’s ADS program (the “Depositary”), as to how to vote the Company’s ordinary shares represented by the ADSs.

Your vote is very important. Whether or not you plan to participate in the EGM, we encourage you to submit your proxy or voting instructions as soon as possible. For specific instructions on how to vote your shares, please refer to the accompanying proxy statement.

ITEMS OF BUSINESS

The EGM will be held for the purposes of considering and, if thought fit, passing the following resolutions as ordinary resolutions:

ORDINARY RESOLUTION

“RESOLVED THAT, the Plan (as detailed in the Proxy Statement dated November 15, 2021) be, and hereby is, approved, ratified and confirmed in all respects;

RESOLVED THAT, the directors and officers of the Company be, and each of them acting alone hereby is, authorized and empowered to execute and deliver any and all such further agreements, instruments, documents and certificates and to pay such expenses, in the name and on behalf of the Company, as any such director or officer may deem necessary, appropriate or advisable to effectuate the purposes and intent of the Plan (including any amendment thereto, at the advice of counsel), the taking of such actions, the execution and delivery of such agreements, instruments, documents and certificates and the payment of such expenses by any such director or officer to be conclusive evidence of his or her authorization hereunder and approval thereof;

RESOLVED FURTHER THAT, any and all agreements, instruments and other documents whatsoever, and any and all actions whatsoever heretofore or hereafter executed, delivered and/or taken by the directors and officers of the Company to carry out the purposes and intent of the Plan (including any amendment thereto, at the advice of counsel) be and are hereby are approved, ratified and confirmed in all respects as the deeds of the Company.”

Further details of the Plan are set out in the accompanying proxy statement, which is incorporated into this notice by reference.

RESULT OF THE EGM

We expect to report the result of the EGM in a Form 6-K filed with the SEC within two business days after the EGM.

PROXY MATERIALS ARE AVAILABLE ON THE INTERNET

We are furnishing proxy materials to our shareholders primarily via the Internet instead of mailing printed copies of those materials to each shareholder. By doing so, we save costs and reduce the environmental impact of our EGM. The proxy materials are available free of charge on the investor relations section of our website at http://ir.brightscholar.com/.

By Order of the Board of Directors, Bright Scholar Education Holdings Limited
By:	/s/ Huiyan Yang
Name:	Huiyan Yang
Title:	Chairperson of the Board of Director

Foshan, China

November 15, 2021

EX-99.3

Exhibit 99.3

Bright Scholar Education Holdings Limited

(Incorporated in the Cayman Islands with limited liability)

(NYSE: BEDU)

Proxy Statement for Extraordinary General Meeting (or any adjournment thereof) on December 10, 2021 at 10:00 a.m., Beijing Time (GMT+8) at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, the People’s Republic of China

Introduction

This Proxy Statement is furnished in connection with the solicitation by the Board of Directors of Bright Scholar Education Holdings Limited, a Cayman Islands company (the “Company”), of proxies from the holders of the issued and outstanding Class A and Class B ordinary shares of the Company, par value US$0.00001 per share (collectively, the “Ordinary Shares”) to be exercised at the Extraordinary General Meeting of the Company (the “EGM”) to be held at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China on December 10, 2021 at 10:00 a.m., Beijing Time (GMT+8).

Only the holders of record of the Ordinary Shares at the close of business on November 15, 2021 (the “Record Date”) are entitled to notice of and to vote at the EGM. In respect of the matters requiring shareholders’ vote at the EGM, each Class A ordinary share is entitled to one vote, and each Class B ordinary share is entitled to 20 votes. Shares underlying the Company’s American depositary shares (“ADSs”) are Class A ordinary shares. Each ADS represents one Class A ordinary share.

The quorum of the EGM is two shareholders entitled to vote and present in person or by proxy or (in the case of a shareholder being a corporation) by its duly authorized representative representing not less than one-third of all votes attaching to the total issued voting shares in the Company throughout the EGM.

Voting by Holders of ADSs

Holders of ADSs who wish to exercise their voting rights for the underlying Class A shares must act through The Bank of New York Mellon, the depositary of the Company’s ADS program (the “Depositary”). We have requested the Depositary to distribute to owners of record of ADSs at the close of business on the Record Date an ADS Voting Card. Upon the timely receipt from any holders of record of ADSs of voting instructions in the manner specified, the Depositary will endeavor, to the extent practicable and legally permissible, to vote or cause to be voted the number of Ordinary Shares represented by the ADSs in accordance with such voting instructions. Under the terms of the deposit agreement for the ADSs (the “Deposit Agreement”), the Depositary will not vote or attempt to exercise the right to vote other than in accordance with such voting instructions or such deemed instructions as further described in the paragraphs below. There is no guarantee that a holder of ADSs will receive the materials described above with sufficient time to enable such holder to return voting instructions to the Depositary in a timely manner, in which case the Ordinary Shares underlying the holder’s ADSs may not be voted in accordance with such holder’s wishes. Holder of ADSs may be deemed to have instructed the Depositary to give a discretionary proxy to a person designated by the Company to vote the Ordinary Shares represented by such holder’s ADSs, unless the Company has informed the Depositary that (a) the Company does not wish such proxy to be given, (b) substantial opposition exists, or (c) the rights of holders of Ordinary Shares may be materially adversely affected, in each case in accordance with the terms of the Deposit Agreement. As the Company has indicated that it does not wish that a discretionary proxy be given in connection with the EGM, we urge you to give voting instructions to the Depositary.

Voting by Holders of Ordinary Shares

Ordinary Shares represented by all properly executed proxies returned to the Company will be voted at the EGM as indicated or, if no instruction is given, the holder of the proxy will vote the shares in his or her discretion, unless a reference to the holder of the proxy having such discretion has been deleted and initialed on the form of proxy. Where the chairperson of the EGM acts as proxy and is entitled to exercise his or her discretion, he or she has indicated he or she will vote the shares FOR the resolutions. Any person giving a proxy has the right to revoke it at any time before it is exercised (i) by filing with the Company a duly signed revocation at its registered office at the offices of Conyers Trust Company (Cayman) Limited, Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman, KY1-1111, Cayman Islands, with a copy delivered to its principal executive offices at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China or (ii) by voting in person at the EGM.

To be valid, the form of proxy must be completed, signed and returned to the Company’s principal executive offices (to the attention of: Ms. Dongmei Li) at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China as soon as possible so that it is received by the Company not less than 48 hours before the time appointed for holding the EGM.

PROPOSAL

APPROVAL OF BUSINESS DISPOSAL PLAN

At the EGM (or any adjournment thereof), shareholders will be asked to consider and, if thought fit, pass the following resolutions as ordinary resolutions to approve the Business Disposal Plan (the “Plan”) as follows:

“RESOLVED THAT, the Plan (as detailed in the Proxy Statement dated November 15, 2021) be, and hereby is, approved, ratified and confirmed in all respects;

RESOLVED THAT, the directors and officers of the Company be, and each of them acting alone hereby is, authorized and empowered to execute and deliver any and all such further agreements, instruments, documents and certificates and to pay such expenses, in the name and on behalf of the Company, as any such director or officer may deem necessary, appropriate or advisable to effectuate the purposes and intent of the Plan (including any amendment thereto, at the advice of counsel), the taking of such actions, the execution and delivery of such agreements, instruments, documents and certificates and the payment of such expenses by any such director or officer to be conclusive evidence of his or her authorization hereunder and approval thereof;

RESOLVED FURTHER THAT, any and all agreements, instruments and other documents whatsoever, and any and all actions whatsoever heretofore or hereafter executed, delivered and/or taken by the directors and officers of the Company to carry out the purposes and intent of the Plan (including any amendment thereto, at the advice of counsel) be and are hereby are approved, ratified and confirmed in all respects as the deeds of the Company.”

The details of the Plan are as follows:

1.             Purpose of the Plan

On April 7, 2021, the State Council of the People’s Republic of China promulgated the amended Implementation Regulations of the Law on the Promotion of Private Education of the People’s Republic of China (the “Implementation Rules”), which became effective on September 1, 2021. The Implementation Rules prohibit social organizations and individuals from controlling private schools that provide compulsory education and not-for-profit kindergartens through, among other methods, mergers, acquisitions and contractual arrangements. Additionally, the Implementation Rules prohibit any private schools providing compulsory education from conducting transactions with its related parties.

Following the effectiveness of the Implementation Rules, the Company has been engaging with the relevant government authorities and external advisors to seek full compliance with the Implementation Rules and other applicable PRC laws and regulations. After consultation with its PRC legal counsel and external advisors, the Company has come to the conclusion that, as a result of the effectiveness of the Implementation Rules, the Company is prohibited from continuing to hold through BGY Education Investment Management Co., Ltd., an affiliated entity in China, the sponsor’s ownership in private schools that provide compulsory education, and deriving the economic benefits from their operations through contractual arrangements, which are considered transactions with related parties of such private schools.

To ensure compliance with the Implementation Rules and other applicable PRC regulations, the Company believes it is in the best interests of the Company and its shareholders to dispose of certain private schools within China that are affected by the Implementation Rules, certain entities holding such private schools as well as other enterprises within China that are affected by the Implementation Rules (the “Affected Entities”).

2. Manner of Disposal

Due to regulatory and practical considerations, the disposal of the sponsor’s ownership in the Affected Entities will be achieved through gratuitous donation to a charitable organization, which will be an unaffiliated entity to be approved by the Company’s Board of Directors (the “Board”). Following the disposal, the Company will continue to engage with such entity to negotiate possible future cooperation on mutually acceptable terms with respect to the Affected Entities. The future cooperation is expected to involve the Company’s provision of management services to the Affected Entities, such as consultation for school operation, catering and accommodation, property management and maintenance, administrative management, student recruiting and school branding.

3. Scope of Disposal

A preliminary list of the Affected Entities can be found in Annex A to this proposal. At the advice of the Company’s PRC legal counsel or at the request of the relevant government authorities, this list may be subsequently amended to ensure compliance with the Implementation Rules and other applicable PRC regulations.

4. Discretion of the Board

The Board may, at the advice of the Company’s PRC legal counsel or at the request of the relevant government authorities, take any and all actions necessary, appropriate or advisable in furtherance of the Plan, including making adjustments to the manner and scope of disposal under the Plan.

5. Impact on the Company

Based on the relevant accounting standard in accordance with U.S. GAAP, the Company was deemed to have lost control over the private schools among the Affected Entities on September 1, 2021. The value of the net assets of the Affected Entities as of August 31, 2021 before the recognition of impairment loss is approximately RMB103 million. The revenue of the Affected Entities was approximately RMB2,235 million for the year ended August 31, 2021. The definitive financial impact from the implementation of the Plan will be subject to the actual scope of entities that are to be disposed of pursuant to the Plan, considering the uncertainty and complexity surrounding the interpretation, implementation and enforcement of the Implementation Rules. The Company currently intends to continue to offer educational, operational, managerial and ancillary services to the Affected Entities, if and to the extent disposed pursuant to the Plan, subject to commercial negotiations and in compliance with the relevant PRC laws and regulations. We believe that the impact of the effectiveness of the Implementation Rules and the implementation of the Plan will not affect the Company’s ability to continue as a going concern. The Company will publicly announce or disclose the definitive financial impact from the implementation of the Plan in subsequent filings with the United States Securities and Exchange Commission.

Annex A – Affected Entities

Name

 Guangdong Country Garden School

 Huanan Country Garden School

 Huanan Country Garden Bilingual Kindergarten*

 Phoenix City Bilingual School

 Phoenix City Bilingual Kindergarten*

 Licheng Country Garden Bilingual Kindergarten*

 Country Garden Huacheng Kindergarten*

 Country Garden Huacheng School

 Country Garden Venice Bilingual School

 Huaxi Country Garden International Kindergarten*

 Wuyi Country Garden Bilingual School

 Nansha Country Garden Bilingual Kindergarten*

 Phoenix City Country Garden Kindergarten*

 Shawan Country Garden Kindergarten*

 Heshan Country Garden School

 Heshan Country Garden Kindergarten*

 Country Garden Venice Kindergarten*

 Wuhan Country Garden School

 Wuhan Country Garden Kindergarten*

 Huanan Country Garden Cuiyun Mountain Kindergarten*

 Xiju Country Garden Kindergarten*

 Ningxiang Country Garden School

 Maoming Country Garden Kindergarten*

 Dalang Country Garden Kindergarten*

 Jurong Country Garden School

 Zengcheng Country Garden School

 Zengcheng Country Garden Kindergarten*

 Fengxin Country Garden Kindergarten*

 Phoenix City Fengyan Kindergarten*

 Huiyang Country Garden Kindergarten*

 Country Garden Silver Beach Kindergarten*

 Haoting Country Garden Kindergarten*

 Country Garden Silver Beach School

 Country Garden Experimental School

 Huaxi Country Garden International School

 Laian Country Garden Foreign Language School

 Danyang Country Garden Kindergarten*

 Qingyuan Country Garden Bilingual Kindergarten*

 Shaoguan Zhenjiang Country Garden Foreign Language Kindergarten*

 Taishan Country Garden School

 Gaoming Country Garden Kindergarten*

 Enping Country Garden Kindergarten*

 Laian Country Garden Kindergarten*

 Lanzhou Country Garden School

 Kaiping Country Garden Jade Bay Kindergarten*

 Chuzhou Country Garden Kindergarten*

 Haiyang Country Garden Kindergarten*

 Baoding Baigou New City Shenghua Country Garden Kindergarten Co., Ltd.*

 Xiangtan Yisuhe Country Garden Kindergarten*

 Dongguan Qishi Country Garden Kindergarten* 

 Dongguan Qingxi Country Garden Kindergarten* 

 Foshan Shunde Beijiao Town Country Garden Ivy League Education Training Centre Co., Ltd.*

 Chuzhou Country Garden Foreign Language School

 Shaoguan Country Garden Foreign Language School

 Kaiping Country Garden School

 Shenghua Country Garden Bilingual School

 Guangyuan Lizhou Kasijia Kindergarten*

 Ningxiang Country Garden Kindergarten*

 Sannew American Middle School

 Foshan Shunde Ronggui Street Country Garden Kindergarten*

 Dongguan Humen Bright Scholar Country Garden Kindergarten*

 Dongguan Dongcheng Bright Scholar Kindergarten Co., Ltd.*

 Xian'an Country Garden Bilingual School

 Huizhou Huiyang Lelebao Shenhui City Kindergarten Co., Ltd.*

 Fettes College Experimental School of Zengcheng, Guangzhou

 Guangzhou Zengcheng Fettes College Kindergarten Co., Ltd.*

 Tianjin Beichen Lelebao Kindergarten*

 BGY Education Investment Management Co., Ltd.

 Baoding Baigou New City Bright Scholar Shenghua Education Consulting Co., Ltd.*

 Hubei Sannew Education Development Limited

 Yiwu Boshi Education Consulting Management Co., Ltd

 Ningxiang Country Garden Foreign Language Training School

* The proposed disposal of this kindergarten or the entity holding such kindergarten is due to current inability to effect a change in the sponsor of the kindergarten. The Company will first attempt to exhaust other reasonable means to exclude such kindergarten or entity from the scope of the Affected Entities.

EX-99.4

Exhibit 99.4

Bright Scholar Education Holdings Limited

(Incorporated in the Cayman Islands with limited liability)

(NYSE: BEDU)

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING

(or any adjourned or postponed meeting thereof)

to Be Held on December 10, 2021

Introduction

This Form of Proxy is furnished in connection with the solicitation by the Board of Directors of Bright Scholar Education Holdings Limited, a Cayman Islands company (the “Company”), of proxies from the holders of the issued and outstanding Class A and Class B ordinary shares of the Company, par value US$0.00001 per share (collectively, the “Ordinary Shares”) to be exercised at the Extraordinary General Meeting of the Company (the “EGM”) to be held at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China on December 10, 2021 at 10:00 a.m., Beijing Time (GMT+8), and at any adjourned or postponed meeting thereof, for the purposes set forth in the accompanying Notice of Extraordinary General Meeting (the “EGM Notice”). This Form of Proxy and the accompanying EGM Notice are first being mailed to the shareholders of the Company on or about November 26, 2021.

Only the holders of record of the Ordinary Shares at the close of business on November 15, 2021 (the “Record Date”) are entitled to notice of and to vote at the EGM. In respect of the matters requiring shareholders’ vote at the EGM, each Class A ordinary share is entitled to one vote, and each Class B ordinary share is entitled to 20 votes. Shares underlying the Company’s American depositary shares (“ADSs”) are Class A ordinary shares. Each ADS represents one Class A ordinary share. Holders of ADSs who wish to exercise their voting rights for the underlying Class A shares must act through The Bank of New York Mellon, the depositary of the Company’s ADS program. As of the close of business on the Record Date, we expect that 25,502,175 Class A ordinary shares (including Class A ordinary shares underlying ADSs) and 93,690,000 Class B ordinary shares are outstanding.

The quorum of the EGM is two shareholders entitled to vote and present in person or by proxy or (in the case of a shareholder being a corporation) by its duly authorized representative representing not less than one-third of all votes attaching to the total issued voting shares in the Company throughout the EGM.

Ordinary Shares represented by all properly executed proxies returned to the Company will be voted at the EGM as indicated or, if no instruction is given, the holder of the proxy will vote the shares in his or her discretion, unless a reference to the holder of the proxy having such discretion has been deleted and initialed on the form of proxy. Where the chairperson of the EGM acts as proxy and is entitled to exercise his or her discretion, he or she has indicated he or she will vote the shares FOR the resolutions. Any person giving a proxy has the right to revoke it at any time before it is exercised (i) by filing with the Company a duly signed revocation at its registered office at the offices of Conyers Trust Company (Cayman) Limited, Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman, KY1-1111, Cayman Islands, with a copy delivered to its principal executive offices at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China or (ii) by voting in person at the EGM.

To be valid, the form of proxy must be completed, signed and returned to the Company’s principal executive offices (to the attention of: Ms. Dongmei Li) at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China as soon as possible so that it is received by the Company not less than 48 hours before the time appointed for holding the EGM.

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

(Incorporated in the Cayman Islands with limited liability)

(NYSE: BEDU)

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING

to Be Held on December 10, 2021

(or any adjourned or postponed meeting thereof)

I/We                                                                                                                                    [insert name] of                                                                   [insert address] being the registered holder of                                                       Class              ordinary shares ¹, par value US$0.00001 per share, of Bright Scholar Education Holdings Limited (the “Company”) hereby appoint the Chairperson of the Extraordinary General Meeting (the “Chairperson”) ² or                                                                           of                                                                                                                            as my/our proxy to attend and act for me/us at the Extraordinary General Meeting (or at any adjourned or postponed meeting thereof) of the Company to be held at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China, and in the event of a poll, to vote for me/us as indicated below, or if no such indication is given, in his or her discretion ³.

RESOLUTIONS: The ordinary resolutions as set out in the Notice of Extraordinary General Meeting regarding the approval, ratification and confirmation of the Business Disposal Plan (as detailed in the Proxy Statement). 

☐ FOR ☐ AGAINST ☐ ABSTAIN

Dated                                     , 2021 Signature(s)⁴                                         

1. A proxy need not be a shareholder of the Company. A shareholder entitled to attend and vote at the Extraordinary General Meeting is entitled to appoint one or more proxies to attend and vote in his/her stead. Please insert the name of the person(s) of your own choice that you wish to be appointed proxy in the space provided, failing which the Chairman will be appointed as your proxy.

2. Please insert the number and class of shares registered in your name(s) to which this proxy relates. If no number or class is inserted, this Form of Proxy will be deemed to relate to all the shares in the Company registered in your name(s).

3. If any proxy other than the Chairperson is preferred, strike out the words “the Chairperson of the Extraordinary General Meeting” and insert the name and address of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote in his or her stead. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALED BY THE PERSON(S) WHO SIGN(S) IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON THE RESOLUTION, TICK THE BOX MARKED “ABSTAIN”. The Ordinary Shares represented by all properly executed proxies returned to the Company will be voted at the EGM as indicated or, if no instruction is given, the proxy will vote the shares in his or her discretion, unless a reference to the holder of the proxy having such discretion has been deleted and initialed on this Form of Proxy. Where the Chairperson acts as proxy and is entitled to exercise her discretion, she has indicated her intent to vote the shares FOR the resolutions. As to any other business that may properly come before the EGM, all properly executed proxies will be voted by the persons named therein in accordance with their discretion. Your proxy will also be entitled to vote or abstain at his or her discretion on any amendment to the resolution referred to in the EGM Notice which has been properly put to the EGM.

5. This Form of Proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either executed under the hand of an officer or attorney duly authorized to sign the same.

6. Whether or not you propose to attend the relevant meeting(s) in person, you are strongly advised to complete and return this form of proxy in accordance with these instructions. To be valid, the form of proxy must be completed, signed and returned to the Company’s principal executive offices (to the attention of: Ms. Dongmei Li) at No.1, Country Garden Road, Beijiao Town, Shunde District, Foshan, Guangdong 528300, The People’s Republic of China as soon as possible so that it is received by the Company not less than 48 hours before the time appointed for holding the EGM.