Dongjiang Environmental Company Limited — Proxy Solicitation & Information Statement 2016

Sep 21, 2016

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DONGJIANG ENVIRONMENTAL COMPANY LIMITED * 東江環保股份有限公司

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

(Stock code: 00895)

SUPPLEMENTARY FORM OF PROXY FOR THE SECOND EXTRAORDINARY GENERAL MEETING IN 2016 TO BE HELD ON 11 OCTOBER 2016

I/We,

of

(Note 1) being the registered holder(s) of

shares (Note 2) of RMB1.00 each in the capital of

Dongjiang Environmental Company Limited* (the “ Company ”) hereby appoint

of

or the chairman of the second extraordinary general meeting of the Company in 2016 (the “ Meeting ”) to act as my/our proxies (Note 3) to attend, act and vote on my/our behalf at the Meeting to be held at 11th Floor, Dongjiang Environmental Building, No. 9 Langshan Road, Nanshan District, Shenzhen, the People’s Republic of China (the “ PRC ”) at 2:00 p.m. on Tuesday, 11 October 2016 and any adjournment thereof (and to exercise all rights conferred on proxies under law, regulation and the articles of association of the Company) as directed below:

		being the registered holder(s) ofshares (Note 2) of RMB1.00 each in the capital og Environmental Company Limited* (the “Company”) hereby appoint	being the registered holder(s) ofshares (Note 2) of RMB1.00 each in the capital og Environmental Company Limited* (the “Company”) hereby appoint	being the registered holder(s) ofshares (Note 2) of RMB1.00 each in the capital og Environmental Company Limited* (the “Company”) hereby appoint
		irman of the second extraordinary general meeting of the Company in 2016 (the “Meeting”) to act as my/our proxies (Note 3) to attend		,,l
		ote on my/our behalf at the Meeting to be held at 11th Floor, Dongjiang Environmental Building, No. 9 Langshan Road, Nanshan District, the People’s Republic of China (the “PRC”) at 2:00 p.m. on Tuesday, 11 October 2016 and any adjournment thereof (and to exercise alferred on proxies under law, regulation and the articles of association of the Company) as directed below:
		ORDINARY RESOLUTIONS (Note 11)FOR (Note 3)AGAINST (Note 3)
	8.	To consider and approve resolution on Conditions of the Public Issue of Green Corporate
		Bonds by the Company
	9.	ToconsiderandapproveresolutiononAmendmentstoMeasuresofProceedsManagement of Dongjiang Environmental Company Limited
	10.	To consider and approve resolution on Change of Use of Remaining Proceeds fromProject of Transportation System of Hazardous Waste
	11.	To consider and approve resolution on Election of Mr. Zhang An Li as the Shareholder
	12.	To consider and approve resolution on Proposal of Public Issue of Green CorporateBdbthC(lblbi)
		ons y e ompany on a cause y cause ass
		12.1Principal amount, issuing price and issuing size
		12.2Issuing method
		12.3Targets and methods of subscription
		12.4Maturity and type
		12.5Interests and interest payment method
	13.

Signature(s) (Notes 6, 7) :

2016

Date:

Notes:

1. Please insert the full name(s) and address(es) as shown in the register of members of the Company in BLOCK CAPITAL LETTERS .

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

3. A member entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to attend and vote on his behalf. If any proxy other than the chairman of the Meeting is preferred, please delete the words “or the chairman of the second extraordinary general meeting of the Company in 2016 (the “ Meeting ”)” and insert the full name(s) and address(es) of the proxy desired in the space provided. The proxy need not be a member of the Company but must attend the Meeting in person in order to represent you.

4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY OF THE RESOLUTIONS, PLEASE TICK (“ ✔ ”) THE RELEVANT BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTIONS, PLEASE TICK (“ ✔ ”) IN THE RELEVANT BOX MARKED “AGAINST”. If you wish to vote only part of the number of Shares in respect of which the proxy is so appointed, please state the exact number of Shares in lieu of tick (“✔”) in the relevant box. On a poll taken at the Meeting, a shareholder (including his proxy/proxies) entitled to two or more votes need not cast all his votes in the same way. Failure to tick (“✔”) or state the exact number of Shares in any box will entitle the proxy to cast your vote at his discretion. The proxy will also be entitled to vote at his discretion on any resolution (or amendment thereto) properly put to the Meeting other than those set out in the notice convening the Meeting.

5. Special resolution shall be passed by an affirmative vote of more than two-thirds of the Company’s total voting shares held by shareholders who are present at the same meeting (including proxies).

6. In case of joint registered holders of share(s), the vote of the senior who tenders a vote whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holder(s). For this purpose, seniority shall be determined by the order in which the names stand in the register of numbers of the Company in respect of the share(s).

7. This supplementary form of proxy must be signed by you or your attorney duly authorised in writing, or in the case of a corporation, either under its common seal or under the hand of an officer or attorney duly authorised.

8. To be valid, this supplementary 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 Company’s H share registrar in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong (for holders of H shares) not later than 24 hours before the time appointed for holding the Meeting or the adjourned thereof (as the case may be).

9. Any alteration made to this supplementary form of proxy must be initialed by the person who signs it.

10. Completion and return of this supplementary form of proxy will not preclude you from attending and voting at the Meeting or any adjournment thereof (as the case may be) if you so wish. In the event you attend the Meeting after having lodged this supplementary form of proxy, this supplementary form of proxy will be deemed to have been revoked.

11. The register of members of the Company was closed from Friday, 9 September 2016 to Tuesday, 11 October 2016 (both days inclusive), during which no transfer of shares will be effected. The holders of Shares whose name appear on the register of members of the Company at 4:30 p.m. on Thursday, 8 September 2016 will be entitled to attend and vote at the Meeting.

12. The full text of each of the resolutions is set out in the supplementary notice of the Meeting dated 21 September 2016.

13. This supplementary form of proxy shall be read and construed together with the form of proxy published by the Company on 24 August 2016.

• For identification purpose only