Dynagreen Environmental Protection Group Co., Ltd. — Proxy Solicitation & Information Statement 2024

Sep 4, 2024

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 2024 Second Extraordinary General Meeting of Dynagreen Environmental Protection Group Co., Ltd.* to be held on Friday, 20 September 2024 and any adjourned meeting thereof

I/We [(Note][1)] of [(Note][2)]

being the registered holder(s) of H shares [(Note][3)] 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 MEETING* [(Notes][4][and][5)] or of

and/or of

to act as my/our proxy to attend and vote for me/us and on my/our behalf at the 2024 Second Extraordinary General Meeting (the “ EGM ”) of the Company to be held at the 2nd Floor, the Complex of Haining Dynagreen Haiyun Environmental Energy Co., Ltd. of No.22, Binhai Road, Jianshan New District, Haining City, Zhejiang Province, the PRC at 10:00 a.m. on Friday, 20 September 2024 and at any adjournment thereof and to exercise all rights conferred on proxies under laws, regulations and the Articles of Association of the Company.

I/We wish my/our proxy to vote as indicated below in respect of the resolutions to be proposed at the EGM. Please indicate how you wish your vote(s) to be cast by ticking the appropriate box next to the resolution. [(Note][6)]

		Ordinary Resolutions	For	Against	Against	Against	Abstain	Abstain
1	to	consider and approve the 2024 interim profit
	distribution plan
2	to consider and approve the Shareholders’ Return Plan for
	the	Next Three Years (2024-2026)
3	to consider and approve the provision of guarantees in
	respect of the loan swap of Beijing Dynagreen
	Environment Co., Ltd. by the Company
4	to consider and approve the appointment of Directors:		Cumulative voting				(Note 10)
			**(Please insert number of **			votes in boxes 4(a)-(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 Mr. Hu
		Shengyong as an executive Director of the Company
	(c)	to consider and approve the appointment of Mr. Liu
		Shuguang as a non-executive Director of the Company
	(d)	to consider and approve the appointment of Mr. Zhao
		Zhixiong as a non-executive Director of the Company
	(e)	to consider and approve the appointment of Mr. Hu
		Tianhe as a non-executive Director of the Company
	(f)	to consider and approve the appointment of Mr. Yan
		Chunxu as a non-executive Director of the Company

• For identification purposes only

		Ordinary Resolutions	Ordinary Resolutions	Ordinary Resolutions	Ordinary Resolutions	For		Against	Against	Against		Abstain
5	to	consider and approve the appointment of independent					Cumulative voting _(Note _					10)
	non-executive Directors:					**(Please insert number of votes **					in boxes 5(a)-(c))
	(a)	to consider and approve the appointment of Mr. Zhou
		Beihai as an independent non-executive Director of
		the Company
	(b)	to consider and approve the appointment of Ms.
		Ouyang Jiejiao	as an independent non-executive
		Director of the Company
	(c)	to consider and approve the appointment of Mr.
		Zheng Zhiming as an independent non-executive
		Director of the Company
6	to consider and approve the appointment of Supervisors:						Cumulative voting _(Note _					10)
						**(Please insert number of votes **					in boxes 6(a)-(b))
	(a)	to consider and	approve		the appointment of Ms. Tian
		Yingying 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

Further details of the above resolutions are set out in the circular of the Company dated 4 September 2024.

Signature: (Note 7)

Date: 2024

NOTES:

1. Please insert full name(s) of the H shareholder(s) as registered in the register of members of the Company in BLOCK CAPITALS .

2. Please insert full address(es) of the H shareholder(s) as registered in the register of members of the Company in BLOCK CAPITALS .

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

4. If you are a shareholder who is entitled to attend and vote at the EGM, you are entitled to appoint one or more proxies to attend instead of you and to vote on your behalf. A proxy need not be a shareholder of the Company, but must attend the EGM in person in order to represent you.

5. If a proxy other than the Chairman of the EGM is preferred, cross out the words “the Chairman of the meeting or” and insert the full name(s) and address(es) of the proxy (or proxies) desired in the space provided. If no name is inserted, the Chairman of the EGM will act as your proxy. Any changes should be initialed by the person who signs this form.

6. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING, TICK THE APPROPRIATE BOX MARKED “ABSTAIN” . If you return this proxy form without indicating as to how your proxy is to vote on any particular matter, the person appointed as your proxy will exercise his/her discretion as to whether he/she votes and, if so, how and, unless instructed otherwise, he/she may also vote or abstain from voting as he/she thinks fit on any other business (including amendments to resolutions) which may properly come before the EGM. The shares abstained will be counted in the calculation of the required majority.

7. This proxy form must be signed and dated by the shareholder or his/her attorney duly authorized in writing. If the shareholder is a company, it should execute this proxy form under its common seal or by the signature(s) of (a) person(s) authorized to sign on its behalf. In case of joint shareholders, any joint shareholder may sign this proxy form. If more than one joint shareholders attend the EGM in person or by proxy, the vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members of the Company in respect of the joint shareholding.

8. To be valid, this proxy form, together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, must be completed and deposited, for the holders of H shares, to the H Share Registrar of the Company, Tricor Investor Services Limited (address: 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong), not less than 24 hours before the time appointed for the EGM (i.e. not later than Thursday, 19 September 2024 at 10:00 a.m. (Hong Kong time) for EGM) or the adjourned meeting thereof (as the case may be) . The effective period of appointment of your proxy appointed under this proxy form shall cease upon conclusion of the EGM or any adjourned meeting thereof.

9. Completion and delivery of this proxy form will not preclude you from attending and voting in person at the EGM if you so wish.

10. Cumulative voting system will be adopted in resolutions 4(a)-(f), 5(a)-(c) and 6(a)-(b) in relation to the election of directors and supervisors. Cumulative voting system refers to where Directors and/or Supervisors are to be elected at the general meeting under the same resolution, 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 such 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 “cumulativeunder each resolution,voting” columnand doesagainstnot needthe nameto beoftheeachintegralcandidate.multiplesThe oflowestthe numbervotes willof sharesbe nil andheldtheby highestyou. If youwill markbe the“✔maximum” in the blanknumberagainstof votesthe name of each candidate, you will be deemed to cast your total number of vote equally amongst the corresponding candidates.

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

PERSONAL INFORMATION COLLECTION STATEMENT

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 EGM 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, and to other 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 correction of the relevant personal data can be made in accordance with the Personal Data (Privacy) Ordinance and such request should be in writing by mail to Tricor Investor Services Limited at the above address.