Dynagreen Environmental Protection Group Co., Ltd. — Proxy Solicitation & Information Statement 2021

Oct 25, 2021

綠色動力環保集團股份有限公司

Dynagreen Environmental Protection Group Co., Ltd.*

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

(Stock Code: 1330)

PROXY FORM

For the Extraordinary General Meeting of Dynagreen Environmental Protection Group Co., Ltd.* to be held on Wednesday, 10 November 2021 and at any adjournment thereof

I/We [(Note][1)] of being the registered holder(s) of shares [(Note][2)] with nominal value of RMB1.00 each in the share capital of Dynagreen Environmental Protection Group Co., Ltd. (the “ Company ”), HEREBY APPOINT THE CHAIRMAN OF THE EXTRAORDINARY GENERAL MEETING* [(Note][3)] or of

as my/our proxy to attend and act for me/us at the extraordinary general meeting (and any adjournment thereof) (the “ Extraordinary General Meeting ”) of the Company to be held at the Meeting Hall of the Company, 2/F, Jiuzhou Electronic Building, Keji South 12th Street, Nanshan District, Shenzhen, Guangdong, the PRC at 2:00 p.m. on Wednesday, 10 November 2021. I/We direct that my/our votes be cast on the resolutions set out in the notice of the Extraordinary General Meeting dated 25 October 2021 (the “ Notice of Extraordinary General Meeting ”) as indicated in the appropriate boxes below, and, if no such indication is given, as my/our proxy thinks fit [(Note][4)] .

Unless the context otherwise defined, capitalized terms used herein shall have the same meanings as those defined in the circular of the Company dated 25 October 2021.

	Ordinary Resolutions	Ordinary Resolutions	Ordinary Resolutions
1.	To consider and approve appointment of non-independent Cumulative voting (Note 10)
	Directors		**(Please insert **	number of votes in boxes 1(a) to 1(f))
(a)	To consider and approve the appointment of Mr. QIAO
	Dewei as an executive Director of the Company
(b)	To consider and approve the appointment of Ms. ZHONG
	Xia as an executive Director of the Company
(c)	To consider and approve the appointment of Mr. HU
	Shengyong as an executive Director of the Company
(d)	To consider and approve the appointment of Mr. LIU
	Shuguang as a non-executive	Director of the Company
(e)	To consider and approve the	appointment of Mr. CHENG
	Suning as a non-executive Director		of the Company
(f)	To consider and approve the appointment of Mr. LI Lei as a
	non-executive Director of the	Company
2.	To consider and approve appointment of independent Cumulative voting (Note 10)
	Directors		**(Please insert **	number of votes in boxes 2(a) to 2(c))
(a)	To consider and approve the appointment of Ms. FU Jie as
	an independent non-executive Director of the Company
(b)	To consider and approve the appointment of Mr. XIE
	Lanjun as an independent non-executive Director of the
	Company
(c)	To consider and approve the appointment of Mr. ZHOU
	Beihai as an independent non-executive Director of the
	Company

• For identification purposes only

			Ordinary Resolutions
	3.		To consider and approve appointment of Supervisors			Cumulative voting (Note 10)
				(Please insert number of votes in boxes 3(a) to 3(b))
	(a)		To consider and approve the appointment of Mr. LUO
			Zhaoguo as a Shareholder representative Supervisor of the
			Company
	(b)		To consider and approve the appointment of Ms. YU Lijun
			as a Shareholder representative Supervisor of the
			Company
			Ordinary Resolutions	For (Note 4)		Against (Note 4)				Abstain (Note 4)
	4.		To consider and approve the provision of guarantees in
			respect of the loan swap of Tianjin Dynagreen
			Environmental Energy Co., Ltd. by the Company

Further details of the above resolutions are set out in the circular of the Company dated 25 October 2021.

Dated day of 2021 Signature [(Note][5)]

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint holders should be stated.

2. Please insert the number of shares registered in the register of members of the Company 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 the shares in the Company registered in your name(s).

3. If any proxy other than the Chairman of the Extraordinary General Meeting is preferred, strike out the words “ THE CHAIRMAN OF THE EXTRAORDINARY GENERAL MEETING ” and insert the name and address of the proxy desired in the space provided. A member entitled to attend and vote at the Extraordinary General Meeting may appoint more than one proxy (who must be an individual) to attend and vote on his behalf, provided that if more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed. A proxy need not be a shareholder of the Company. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT .

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK THE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FOR THE VOTE, PLEASE TICK IN THE BOX MARKED “ABSTAIN” . The shares abstained will be counted in the calculation of the required majority. Any vote which is not filled or filled wrongly or with unrecognizable writing or not cast will be counted as “Abstained”. Failure to complete any or all the boxes will entitle your proxy to cast his/her votes at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Extraordinary General Meeting other than those referred to in the Notice of Extraordinary General Meeting.

5. This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of an officer or attorney or other person duly authorized to sign the same. In case of joint holders of shares, this form of proxy must be signed by the joint holder whose name stands first in the register of members of the Company.

6. Where there are joint holders of any shares, any one of such joint holders may vote at the Extraordinary General Meeting, either in person or by proxy, in respect of such shares as if he/she were solely entitled thereto. However, if more than one of such joint holders is present at the Extraordinary General Meeting, in person or by proxy, the vote of the joint holder whose name stands first in the register of members of the Company and who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s).

7. To be valid, this form of proxy together with the power of attorney (if any) or other authority under which it is signed (if any) or a notarially certified copy thereof, must be deposited at the offices of the Company’s H Share registrar, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not later than 24 hours before the time of the meeting on Tuesday, 9 November 2021 or any adjournment thereof.

8. The proxy need not be a member of the Company but must attend the Extraordinary General Meeting in person to represent you.

9. Completion and delivery of the form of proxy will not preclude you from attending and voting at the Extraordinary General Meeting if you so wish. In such event, the instrument appointing a proxy shall be deemed to be revoked.

10. Cumulative voting system will be adopted in resolutions 1, 2 and 3 in relation to the election of non-independent Directors, independent Directors and Supervisors.

11. Cumulative voting system refers to where two or more Directors and/or Supervisors are to be elected at the general meeting, the number of votes for each share held by a Shareholder shall be equal to the aggregate number of Directors and/or Supervisors for election under the resolution. The Shareholders may use all of the votes concentrating on one particular person, or may distribute the votes for electing several persons.

No ballot will be cast “For”, “Against” or “Abstain” in cumulative voting. You are requested to fill in the corresponding number of votes in the “cumulative voting” column against the name of each candidate. The lowest votes will be nil and the highest will be the maximum number of votes under each resolution, and does not need to be the integral multiples of the number of shares held by you. If you mark “✔” in the blank against the name of each candidate, you will be deemed to cast your total number of vote equally amongst the corresponding candidates.

1. References to time and dates in this form of proxy are to Hong Kong time and dates.

PERSONAL INFORMATION COLLECTION STATE

Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the AGM of the Company (the “ Purposes ”). We may transfer your and your proxy’s (or proxies’) name(s) and address(es) to our agent, contractor, or third-party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to Tricor Investor Services Limited at the above address.