CM Energy Tech Co., Ltd. — Proxy Solicitation & Information Statement 2011

Jan 28, 2011

==> picture [60 x 60] intentionally omitted <==

TSC Offshore Group Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 206)

Form of proxy for use at the Extraordinary General Meeting (the “Meeting”)

I/We [(note][1)] of

being the holder(s) of [(note][2)]

shares of HK$0.10 each (the “Shares”) in

the capital of TSC Offshore Group Limited (the “Company”) HEREBY APPOINT [(note][3)] the Chairman of the Meeting or [(note][4)]

of

as my/our proxy to attend and vote for me/us and on my/our behalf at the Meeting to be held at Unit 910, 9/F, China Merchants Tower, Shun Tak Centre, 200 Connaught Road Central, Hong Kong on Friday, 4 March 2011, at 10:00 a.m. (or at any adjournment thereof) in respect of the matters and resolutions set out in the notice convening the Meeting as hereunder indicated, and if no such indication is given, as my/our proxy thinks fit.

SPECIAL RESOLUTION FOR [(note][5)] AGAINST [(note 5)] To approve the name of the Company be changed from “TSC Offshore Group Limited” to “TSC Group Holdings Limited” and subject to the new name of the Company becoming effective, to adopt “TSC集團控股有限公司” as its Chinese name for identification purposes, and to authorise the directors of the Company to do all such acts, deeds and things and execute all such documents and make all such arrangements as they shall, in their absolute discretion, deem necessary or expedient to effect the foregoing. Signature [(note][6)] : Dated this day of, 2011

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . Only one of the joint holders needs to sign (but see note 8 below).

2. Please insert the number of Shares to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the Shares registered in your name(s).

3. If any proxy other than the Chairman is preferred, strike out “the Chairman of the Meeting or” herein inserted 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. A member entitled to attend and vote at the Meeting is entitled to appoint a proxy to attend and vote on his behalf. A proxy does not need to be a member of the Company.

5. IMPORTANT: IF YOU WISH TO VOTE FOR A MATTER/RESOLUTION, PLEASE TICK THE BOX MARKED “FOR” BESIDE THE MATTER/RESOLUTION. IF YOU WISH TO VOTE AGAINST A MATTER/RESOLUTION, PLEASE TICK IN THE BOX MARKED “AGAINST” BESIDE THE MATTER/RESOLUTION. Failure to complete the box will entitle your proxy to cast his votes at his discretion.

6. This form of proxy must be signed by you or your attorney duly authorised in writing, or if you are a corporation, must either be executed under seal or under the hand of an officer, attorney or other person duly authorised.

7. To be valid, a form of proxy, together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof, must be deposited at the principal place of business of the Company in Hong Kong at Unit 910, 9/F., China Merchants Tower, Shun Tak Centre, 200 Connaught Road Central, Hong Kong not less than 48 hours before the time appointed for the holding of the meeting or any adjourned meeting.

8. Where there are joint holders of a Share of the Company, any one of such holders may vote at the meeting either personally or by proxy in respect of such Share as if such holder were solely entitled thereto, but if more than one of such holders be present at the meeting personally or by proxy, then one of such holders so present whose name stands first on the register of members of the Company in respect of such Share shall alone be entitled to vote in respect thereof. Several executors or administrators of a deceased member in whose name any Share stands shall for this purpose be deemed joint holders thereof.

9. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting or any adjournment thereof if you so wish.