Dongjiang Environmental Company Limited — Proxy Solicitation & Information Statement 2021

Dec 13, 2021

==> picture [25 x 16] intentionally omitted <==

==> picture [37 x 49] intentionally omitted <==

==> picture [33 x 26] intentionally omitted <==

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)

FORM OF PROXY FOR ATTENDING THE FIRST EXTRAORDINARY GENERAL MEETING IN 2022 TO BE HELD ON 6 JANUARY 2022

I/We

of

being the registered holder(s) of

(Note 1)

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

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

or the chairman of the first extraordinary general meeting in 2022 of the Company (the “ Meeting ”) to act as my/our proxies (Note 3) to attend, act and vote on my/our behalf in respect of the resolutions as indicated below 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 3:00 p.m. on Thursday, 6 January 2022 and at any adjournment thereof (and to exercise all rights conferred on proxies under law, regulation and the articles of association of the Company):

	ORDINARY RESOLUTIONS(Note 5)	FOR	AGAINST	ABSTAIN
1.	To consider and approve the election of Yu Zhongmin as an executive director
	of the Seventh Session of the Board.
2.	To consider and approve the election of Yu Fan as a non-employees
	representative supervisor of the Seventh Session of the Supervisory
	Committee.

Date:

Shareholder’s Signature: (Note 6)

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 share(s) of the Company 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. A member entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to attend and vote on his/her behalf. If any proxy other than the chairman of the Meeting is preferred, please delete the words “or the chairman of the first extraordinary general meeting in 2022 of the Company (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 OF THE RESOLUTIONS, PLEASE TICK (“ ✓ ”) IN THE RELEVANT BOX MARKED “AGAINST” . IF YOU WISH TO ABSTAIN FROM VOTING ON ANY OF THE RESOLUTIONS, PLEASE TICK (“ ✓ ”) IN THE RELEVANT BOX MARKED “ABSTAIN”. IF A TICK IS PLACED IN A BOX MARKED “ABSTAIN”, A BALLOT WILL BE CONSIDERED AS VALID DURING THE PROCESS OF ENUMERATION FOR THE RESOLUTIONS CONCERNED. 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 your proxy to cast your vote at his discretion. Your 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. Ordinary resolutions shall be passed by an affirmative vote of more than half of the Company’s total voting shares held by the shareholders who are present at the same meeting (including proxies).

6. In the case of joint holders, 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 holders(s). For this purpose, seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the shares.

7. The 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 form of proxy together with any 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, Tricor Tengis Limited, at Level 54, 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 (i.e. 3:00 p.m. on 5 January 2022 (Wednesday)) or any adjourned thereof.

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

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

11. The register of members of the Company will be closed from 3 January 2022 (Monday) to 6 January 2022 (Thursday) (both days inclusive), during which no transfer of shares of the Company will be effected. The holders of shares whose name appear on the register of members of the Company at 4:30 p.m. on 31 December 2021 (Friday) will be entitled to attend and vote at the Meeting.

• For identification purpose only