E-Commodities Holdings Limited — Governance Information 2012

Mar 30, 2012

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WINSWAY COKING COAL HOLDINGS LIMITED 永暉焦煤股份有限公司

(the “Company”)

(Incorporated in British Virgin Islands)

(Stock Code: 1733)

Procedures for Shareholders to Propose a Person for Election as a Director

The procedures for the shareholders of the Company (“ Shareholders ”) to propose a person for election as a director of the Company (“ Director ”) are generally governed by the provisions of the Company’s Memorandum and Articles of Association (“ Articles ”), the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”) and applicable laws, rules and regulations, which prevail what is stated in these procedures in case of inconsistency.

1. Provisions in the Company’s Articles

• 1.1 The procedures for a Shareholder to propose a person for election as a Director are laid down in Article 14.4 of the Company’s Articles. Extract of Article 14.4 is set out below:

No person shall, unless recommended by the Board, be eligible for election to the offi ce of Director at any general meeting unless during the period, which shall be at least seven days, commencing no earlier than the day after the despatch of the notice of the meeting appointed for such election and ending no later than seven days prior to the date of such meeting, there has been given to the Secretary notice in writing by a member of the Company (not being the person to be proposed), entitled to attend and vote at the meeting for which such notice is given, of his intention to propose such person for election and also notice in writing signed by the person to be proposed of his willingness to be elected.

2. The procedures for Shareholders to propose a person for election as a Director

• 2.1 If a Shareholder (not being the person to be proposed) wishes to propose a person (the “ Candidate ”) for election as a Director at a general meeting, he/she shall deposit a notice in writing (the “ Notice ”) for the attention of the secretary of the Company (the “ Secretary ”) at the Company’s principal place of business in Hong Kong at Suite 4602A, Cheung Kong Center, 2 Queen’s Road Central, Hong Kong.

• 2.2 The Notice (i) must include the personal information of the Candidate as required by Rule 13.51(2) of the Listing Rules; (ii) must be signed by the Shareholder who shall be entitled to attend and vote at the relevant general meeting; and (iii) must include a notice in writing signed by the Candidate indicating his/her willingness to be elected as a Director and consent of publication of his/her personal information.

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• 2.3 The period for lodgment of the Notice shall commence no earlier than the day after the dispatch of the notice of general meeting and end no later than seven (7) days prior to the date of such general meeting.

• 2.4 In order to ensure Shareholders have suffi cient time to receive and consider the information of the Candidate, Shareholders are urged to submit the Notice as early as practicable, so that (if the notice of the general meeting has already been given) an announcement or supplementary circular containing the information of the Candidate can be dispatched to Shareholders without the need to adjourn the relevant general meeting.

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