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CMON Limited Proxy Solicitation & Information Statement 2013

Sep 2, 2013

50172_rns_2013-09-02_9c4ed148-b504-428f-81ae-fefaee3286f8.pdf

Proxy Solicitation & Information Statement

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瀋陽公用發展股份有限公司 Shenyang Public Utility Holdings Company Limited

(a joint stock limited company incorporated in the People’s Republic of China)

(Stock code: 747)

PROXY FORM FOR THE DOMESTIC SHAREHOLDERS CLASS MEETING TO BE HELD ON WEDNESDAY, 9 OCTOBER 2013

(or at any adjournment thereof)

I/We, of (Note 1) being the registered holder of Domestic Shares [(Note][2)] in Shenyang Public Utility Holdings Company Limited (the “Company”), HEREBY APPOINT (Note 3) the Chairman of the domestic shareholders class or of

as my/our proxy to attend and act for me/us at the domestic shareholders class meeting of the Company (“Domestic Shareholders Class Meeting”) to be held at Conference room, 3rd Floor, No. 498, Yanfang Road, Luohu, Shenzhen, the PRC on Wednesday, 9 October 2013 at 2:00 p.m., and to vote on my/our behalf as directed below.

SPECIAL RESOLUTION [(Note][4)] FOR [(Note][5)] AGAINST [(Note][5)] 1. subject to the required approval or endorsement from or registration with the relevant regulatory authorities in the PRC, the proposed amendments to the Articles of Associations of the Company (details of which is set out in the announcement of the Company dated 20 August 2013) be and are hereby approved and confirmed; and the Board be and is hereby authorised to apply, register and filing, for and on behalf of the Company to obtain relevant approvals and all ancillary matters relating thereto to effect the proposed amendments of the Articles of Associations of the Company.

Signature(s) [(Note][6)]

date of

Dated this

2013

Notes:

  1. Full name(s) (in Chinese and English) and address(es) (as shown in the register of members) are to be inserted in BLOCK CAPITALS.

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

  3. Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE DOMESTIC SHAREHOLDERS CLASS MEETING WILL ACT AS YOUR PROXY.

  4. The full text of this resolution is set out in the notice of the Domestic Shareholders Class Meeting which is sent to the shareholders of the Company together with this form of proxy.

  5. If you wish to vote for the resolution set out above, please tick (“✓’”) in the boxes marked “FOR”. If you wish to vote against the resolution, please tick (“X”) in the boxes marked “AGAINST”. If this form of proxy returned is duly signed but without specific direction on the proposed resolution, the proxy will vote or abstain at his discretion in respect of the resolution; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than that set out in the notice of the Domestic Shareholders Class Meeting.

  6. This form of proxy must be signed by a shareholder, or his attorney duly authorized in writing, or if the shareholder is a corporation, either under its common seal or under the hand of an officer or attorney so authorized. All powers of attorney referred to in this note must be notarially certified.

  7. In the case of a joint holding, this form of proxy may be signed by any one joint holder, but if more than one joint holder is present at the meeting, whether in person or by proxy, then the joint holder whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

  8. As regards to the holders of Domestic Shares, in order to be valid, this form of proxy, together with any power of attorney or other authority (if any), under which it is signed or a notarially certified copy of such power or authority, must be deposited with the Company’s office at 2nd Floor, No. 498, Yanfang Road, Luohu, Shenzhen, the PRC not less than 24 hours before the time appointed for holding the Domestic Shareholders Class Meeting or any adjournment thereof.

  9. A proxy attending the Domestic Shareholders Class Meeting on behalf of a shareholder must present this form of proxy, duly completed and signed, and the proxy’s proof of identification.

  10. This form of proxy is in duplicate, one of which should be lodged in accordance with the instruction under note 8 and the other shall be presented at the Domestic Shareholders Class Meeting in accordance with the instruction under note 9.

  11. Any alteration made to this form of proxy should be initialed by the person who signs the form of proxy.

  12. Unless the context requires otherwise, terms defined in the notice of the Domestic Shareholders Class Meeting shall bear the same meanings when used in this form of proxy.