ELL Environmental Holdings Limited — Proxy Solicitation & Information Statement 2019

Jan 21, 2019

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

(Stock Code: 0598)

FORM OF PROXY FOR USE AT THE 2019 FIRST EXTRAORDINARY GENERAL MEETING (OR AT ANY ADJOURNMENT THEREOF)

No. of Shares to which this Form of Proxy relates[1] Type of Shares (A Shares or H Shares) to which this Form of Proxy relates[2]

I/We[3] of being the registered holder(s) of shares of RMB1.00 each in the share capital of Sinotrans Limited (the “ Company ”), HEREBY APPOINT[4] the chairman of the Meeting (and at any adjournment thereof), or of

as my/our proxy to attend for me/us at the 2019 First Extraordinary General Meeting (and at any adjournment thereof) to be held at 1st Meeting Room, 11th Floor, Building 10/Sinotrans Tower B, No.5 Anding Road, Chaoyang District, Beijing 100029, the People’s Republic of China at 2:00 p.m. on 7 March 2019 for the purpose of considering and, if thought fit, passing the resolutions as set out in the Notice of 2019 First Extraordinary General Meeting and at such meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the said resolutions as hereunder indicated.

hereunder indicated.	hereunder indicated.
SPECIAL RESOLUTIONS				ABSTAIN5
	SPECIAL RESOLUTIONS	FOR5	AGAINST5	ABSTAIN5
	1. To approve the proposed amendments to the Articles of Association of the Company.
	2. To approve the proposed increase of the registered capital of the Company.
	ORDINARY RESOLUTIONS	FOR5	AGAINST5	ABSTAIN5
	3. To approve the provision of financial services by China Merchants Bank to the Company.
	4. To approve the estimated guarantee of the Company for 2019.

Signature(s)[6] Date

Notes:

1. Please insert the number of shares registered 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 issued share capital of the Company registered in your name(s).

2. Please also insert the type of Shares (A Shares or H Shares) to which this form of proxy relates.

3. Please insert the full name(s) (in Chinese or in English, as shown in the register of members of the Company) and address(es) in BLOCK CAPITAL .

4. If any proxy other than the chairman is preferred, strike out “the chairman of the Meeting (and at any adjournment thereof), or” and insert the name and address of the proxy desired in the space provided. A member may appoint one or more proxies to attend and vote in his stead. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK THE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON A RESOLUTION, TICK THE BOX MARKED “ABSTAIN”. Failure to tick either box will entitle your proxy to cast your vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the said meeting other than those referred to in the notice convening the meeting.

6. A member of the Company entitled to attend and vote at the 2019 First Extraordinary General Meeting convened by the above notice is entitled to appoint one or more proxies to attend and, on a poll, vote on his behalf. A proxy need not be a member of the Company. Where there are joint registered holders of any share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders are present at the Meeting, personally or by proxy, then one of the persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

7. The instrument appointing a proxy shall be in writing under the hand of the appointer or of his attorney duly authorized by the appointer in writing or if the appointer is a legal person, either under its seal or under the hand of its director or its senior officer or its duly authorized attorney.

8. In order to be valid, for A shareholders, the form of proxy, together with a duly notarised power of attorney or other document of authority, if any, under which the form is signed must be deposited at the office of the Company at 10th Floor, Building 10/Tower B, No. 5 Anding Road, Chaoyang District, Beijing (Tel: (8610) 5229 5721) not later than 24 hours before the time for holding the 2019 First Extraordinary General Meeting. In order to be valid, for H shareholders, the above documents must be deposited at Computershare Hong Kong Investor Services Limited, the Company’s Share Registrar in Hong Kong, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong within the same period.