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CStone Pharmaceuticals Proxy Solicitation & Information Statement 2014

Oct 24, 2014

50715_rns_2014-10-24_02720d72-ae04-413c-b53d-229034e217e3.pdf

Proxy Solicitation & Information Statement

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兗州煤業股份有限公司 YANZHOU COAL MINING COMPANY LIMITED

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 1171)

Form of Proxy for Use at the 2014 Second Extraordinary General Meeting to be held on 12 December 2014

The Number of Shares Represented by the Proxy Form [(Note][1)]

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I/We_(Note 2),
Address
(Note _
2) being

the registered holder(s) of H shares of RMB1.00 each in the capital of Yanzhou Coal Mining Company Limited (the “Company”), HEREBY APPOINT [(Note][3)] the Chairman of the 2014 second extraordinary general meeting of the Company (the “EGM”) or

of as

my/our proxy/proxies to attend on my/our behalf at the EGM (and/or at any adjournment thereof) to be held at the headquarters of the Company in Zoucheng city, Shandong Province, postal code 273500, the People’s Republic of China at 9:30 a.m. on Friday, 12 December 2014. The proxy/proxies will vote on the resolution listed in the Notice of EGM as hereunder indicated or, unless otherwise indicated or if no such indication is given, as my proxy/ proxies think(s) fit:

FOR(Note 4) AGAINST(Note 4) AGAINST(Note 4) ABSTAIN_(Note _ 4)
AS ORDINARY RESOLUTION
To consider
and
approve
each
of
the
following
Proposed
Continuing
Connected
Transactions Agreements and their respective annual caps. Details of such agreements are
set out in the announcement of the Company dated 24 October 2014 and will be set out in
the circular of the Company to be despatched to the shareholders no later than 26
November 2014.
(1) Approve the entering into of the Proposed Provision of Materials Supply Agreement
by the Company with Yankuang Group for a term of three years, the continuing
connected transactions contemplated thereunder and the relevant annual caps;
(2) Approve the entering into of the Proposed Mutual Provision of Labour and Services
Agreement by the Company with Yankuang Group for a term of three years, the
continuing connected transactions contemplated thereunder and the relevant annual
caps;
(3) Approve
the
entering
into
of
the
Proposed
Provision
of
Insurance
Fund
Administrative Services Agreement by the Company with Yankuang Group for a term
of three years, the continuing connected transactions contemplated thereunder and the
relevant annual caps;
(4) Approve the entering into of the Proposed Provision of Products, Materials and
Equipment Leasing Agreement by the Company with Yankuang Group for a term of
three years, the continuing connected transactions contemplated thereunder and the
relevant annual caps;
(5) Approve the entering into of the Proposed Provision of Electricity and Heat
Agreement by the Company with Yankuang Group for a term of three years, the
continuing connected transactions contemplated thereunder and the relevant annual
caps;
(6) Approve the entering into of the Proposed Financial Services Agreement by the
Company with Yankuang Group Finance for a term of three years, the continuing
connected transactions contemplated thereunder and the relevant annual caps.

Signature [(Note][5)] :

Date: 2014

Notes:

  1. Please insert the number of shares in the Company 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 in the Company registered in your name.

  2. Full name(s) and address(es) to be inserted in BLOCK LETTERS as shown in the register of members of the Company.

  3. If the person other than the Chairman of the EGM is to be appointed as proxy, please delete “the Chairman of the 2014 second extraordinary general meeting or” and insert into the blank space the name and address of the proxy appointed. Each shareholder is entitled to appoint one or more proxies to attend and vote at the meeting. The proxy need not be a shareholder. A proxy of a shareholder who has appointed more than one proxy may only vote on poll. Any alteration made to this form of proxy must be initialled by the person(s) who sign(s) it.

  4. wishImportant:to abstainIf youfromwishvotingto voteon foranyanyresolution,resolution,ticktickin thein thebox boxmarkedmarked“ ABSTAINFOR ”.”,Ifandyouyourwishvotingto votewillagainstbe countedany resolution,in the totalticknumberin theofboxvotesmarkedcast in“ AGAINST that resolution”. If youfor the purpose of calculating the result of that resolution. Failure to tick the box will entitle your proxy to cast your vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the EGM other than those referred to in the notice convening the EGM.

  5. This form of proxy must be signed by you (or by your attorney duly authorized in writing). If you are a legal entity such as a company or an organisation, this form of proxy must be under the seal of the legal entity or be signed by its director (or responsible person) or a duly authorized attorney.

  6. To be valid, this form of proxy, together with the power of attorney or other documents of authorization under which it is signed, must be delivered to Hong Kong Registrars Limited at 17M, 17/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 24 hours before the time appointed for the holding of the EGM or any adjournment thereof.

  7. A proxy attending the EGM must present his proof of identity.