Chaowei Power Holdings Limited — Proxy Solicitation & Information Statement 2021

Apr 27, 2021

Chaowei Power Holdings Limited 超威動力控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock code: 951)

FORM OF PROXY FOR 2021 ANNUAL GENERAL MEETING

I/We[1]

of being the registered holder(s) of[2] shares of US$0.01 each in the capital of Chaowei Power Holdings Limited (the ‘‘Company’’) hereby appoint the Chairman[3] of the Meeting, or of as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting of the Company to be held at Conference Room 4/F, No. 18, Chengnan Road, Huaxi Industrial Function Area, Changxing County, Zhejiang Province, PRC at 10 a.m. on 10 June 2021, Thursday (‘‘AGM’’), and at any adjournment thereof on the undermentioned resolution as indicated and if no such indication is given as my/our proxy thinks fit.

shares

• ORDINARY RESOLUTIONS FOR[4] AGAINST[4]

• 1. To receive and approve the audited consolidated financial statements, directors’ report and auditor’s report for the year ended 31 December 2020.
• 1. To declare a final dividend of HK$0.117 per share of the Company for the year ended 31 December 2020.
• 1. To re-elect a director, Mr. Zhou Longrui as an executive director of the Company (‘‘Director’’).
• 1. To re-elect a director, Mr. Wang Jiqiang as an independent non-executive Director.
• 1. To re-elect a director, Mr. Lee Conway Kong Wai as an independent nonexecutive Director.
• 1. To authorise the board of Directors (the ‘‘Board’’) to fix the remuneration of the Directors.
• 1. To re-appoint Deloitte Touche Tohmatsu as auditors and to authorise the Board to fix their remuneration.
• 1. To grant a general mandate to the Directors to allot, issue and deal with additional shares of the Company.
• 1. To grant a general mandate to the Directors to repurchase shares of the Company. 10. To extend the general mandate granted to the Directors to issue shares by the number of shares repurchased.

Signature(s):

Date:

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). 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, please strike out ‘‘the Chairman of the Meeting, or’’ and insert the name and address of the proxy desired in the space provided.

4. Please indicate with an ‘‘X’’ in the relevant box how you wish the proxy to vote on your behalf. If this form of proxy is returned without any indication, you will be deemed to have authorised your proxy to vote or abstain from voting as he thinks fit.

5. Any alteration made to this form of proxy should be initialled.

6. Any member entitled to attend and vote is entitled to appoint a proxy(ies) to attend instead of him and to vote on a poll. A proxy needs not be a member of the Company.

7. If the appointor is a corporation, this form of proxy must be executed under its common seal or under the hand of an officer, attorney or other person duly authorised on that behalf.

8. 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 vote(s) 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.

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10. Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM or any adjourned meeting thereof (as the case may be).