Fufeng Group Limited — Capital/Financing Update 2013

Apr 11, 2013

The whole of this document must be returned to be valid. 本文件必須整份交回方為有效。

Form A 表格甲

Provisional Allotment Letter Number 暫定配額通知書編號

IMPORTANT 重要提示

If you are in any doubt as to any aspect of this document or as to the action to be taken, or if you have sold all or part of your shares in Fufeng Group Limited (the “Company”), you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser.

閣下如對本文件任何方面或應採取的行動有任何疑問，或 閣下如已售出 閣下名下所有或部分阜豐集團有限公司（「本公司」）的股份，應諮詢 閣下的持牌證券商、銀行經理、律師、專業會計師或其他專業顧問。

THIS DOCUMENT IS VALUABLE AND TRANSFERABLE AND REQUIRES YOUR IMMEDIATE ATTENTION. THE OFFER CONTAINED IN THIS DOCUMENT AND THE ACCOMPANYING FORM OF APPLICATION FOR EXCESS RIGHTS SHARES EXPIRE AT 4:00 P.M. ON THURSDAY, 25 APRIL 2013.

此乃有價值及可轉讓的文件，敬請 閣下即時處理。本文件所載的要約及隨附的額外供股股份申請表格在二零一三年四月二十五日（星期四）下午四時正截止。

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and Hong Kong Securities Clearing Company Limited (“ HKSCC ”) take no responsibility for the contents of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document.

香港交易及結算所有限公司、香港聯合交易所有限公司（「 聯交所 」）及香港中央結算有限公司（「 香港結算 」）對本文件的內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本文件全部或任何部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責 任。

Dealings in the shares of the Company may be settled through the Central Clearing and Settlement System (“ CCASS ”) operated by HKSCC and you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser for details of those settlement arrangements and how such arrangements may affect your rights and interests.

本公司股份的買賣可透過由香港結算營運的中央結算及交收系統（「 中央結算系統 」）交收。 閣下就該等交收安排的詳情及該等安排如何影響 閣下的權利及權益，應諮詢 閣下的持牌證券商、銀行經理、律師、專業會計師或其他專業顧問。

A copy of this provisional allotment letter, together with a copy of the rights issue prospectus of the Company dated 11 April 2013 (the “ Prospectus ”) and the related form of application for excess Rights Shares have been registered by the Registrar of Companies in Hong Kong as required by Section 342C of the Companies Ordinance (Chapter 32 of the Laws of Hong Kong). The Registrar of Companies in Hong Kong and the Securities and Futures Commission of Hong Kong take no responsibility for the contents of any of these documents.

本暫定配額通知書，連同本公司日期為二零一三年四月十一日的供股章程（「 章程 」）及有關額外供股股份申請表格，已按照公司條例（香港法例第32章）第342C條的規定，向香港公司註冊處處長登記。香港公司註冊處處長及香港證券及期貨事務監察委員會對任何該等文件的內容概不 負責。

Subject to the granting of the listing of, and permission to deal in, the Rights Shares in both nil-paid and fully-paid forms on the Stock Exchange as well as compliance with the stock admission requirements of HKSCC, the Rights Shares in both nil-paid and fully-paid forms will be accepted as eligible securities by HKSCC for deposit, clearance and settlement in CCASS with effect from the respective commencement date of dealings in the Rights Shares in their nil-paid and fully-paid forms or such other dates as determined by HKSCC. Settlement of transactions between participants of the Stock Exchange on any trading day is required to take place in CCASS on the second trading day thereafter. All activities under CCASS are subject to the General Rules of CCASS and CCASS Operational Procedures in effect from time to time.

待未繳股款及繳足股款的供股股份獲准在聯交所上市及買賣，並符合香港結算的證券收納規定後，該等未繳股款及繳足股款的供股股份將獲香港結算接納為合資格證券，可自未繳股款及繳足股款的供股股份各自的開始買賣日期或香港結算釐定的其他日期起，在中央結算系統內寄 存、結算及交收。聯交所參與者之間於任何交易日進行的交易須於其後第二個交易日在中央結算系統進行交收。所有在中央結算系統內進行的活動均須按照不時生效的中央結算系統一般規則及中央結算系統運作程序規則進行。 Terms defined in the Prospectus shall have the same meanings when used herein unless the context otherwise requires.

除文義另有所指外，章程所界定的詞彙與本通知書所採用者具有相同涵義。

TO ACCEPT THE PROVISIONAL ALLOTMENT SPECIFIED IN THIS DOCUMENT IN FULL, YOU MUST LODGE THIS DOCUMENT INTACT WITH THE COMPANY’S HONG KONG BRANCH SHARE REGISTRAR, TRICOR INVESTOR SERVICES LIMITED, AT 26TH FLOOR, TESBURY CENTRE, 28 QUEEN’S ROAD EAST, WANCHAI, HONG KONG TOGETHER WITH A REMITTANCE IN HONG KONG DOLLARS FOR THE AMOUNT SHOWN IN BOX C BELOW SO AS TO BE RECEIVED BY NOT LATER THAN 4:00 P.M. ON THURSDAY, 25 APRIL 2013. CHEQUES MUST BE DRAWN ON A BANK ACCOUNT WITH, AND CASHIER’S ORDERS MUST BE ISSUED BY, A LICENSED BANK IN HONG KONG AND MADE PAYABLE TO “FUFENG GROUP LIMITED – RIGHTS ISSUE ACCOUNT” AND CROSSED “ACCOUNT PAYEE ONLY”. INSTRUCTIONS ON TRANSFER AND SPLITTING ARE SET OUT OVERLEAF.

閣下如欲接納本文件所指的全部暫定配額，須最遲於二零一三年四月二十五日（星期四）下午四時正將本文件整份連同下列丙欄所示港元款額的股款交回本公司的香港股份過戶登記分處卓佳證券登記有限公司，地址為香港灣仔皇后大道東28號金鐘匯中心26樓。支票必須由香港持牌 銀行的銀行戶口開出，而銀行本票必須由香港的持牌銀行發出，並註明抬頭人為「Fufeng Group Limited – Rights Issue Account」，及以「只准入 抬頭人賬戶」劃線方式開出。有關轉讓及分柝的指示均載於背頁。

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Fufeng Group Limited 阜豐集團有限公司

(Incorporated in the Cayman Islands with limited liability) Hong Kong branch share registrar: （於開曼群島註冊成立的有限公司） 香港股份過戶登記分處：

(Stock Code 股份代號: 546)

Tricor Investor Services Limited 26th Floor WanchaiTesbury Centre28 Queen’s Road East ON THE BASIS OF ONE (1) RIGHTS SHARE FOR EVERY FIVE (5) EXISTING SHARESRIGHTS ISSUE OF RIGHTS SHARES AT HK$1.80 EACH Hong Kong HELD ON THE RECORD DATE 卓佳證券登記有限公司 按於記錄日期每持有五(5)股現有股份 香港 獲配發一(1)股供股股份的基準 灣仔皇后大道東28號 以每股 1.80 港元的價格發行供股股份的供股 金鐘匯中心 26樓 PROVISIONAL ALLOTMENT LETTER 暫定配額通知書

Registered office: 註冊辦事處： Cricket Square, Hutchins Drive P.O. Box 2681 Grand Cayman KY1-1111 Cayman Islands

Place of business in Hong Kong: 香港營業地址： Suite 1102, 11th Floor Chinachem Century Tower 178 Gloucester Road Wanchai Hong Kong

香港 灣仔 告士打道178號 華懋世紀廣場 11樓1102室

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Name(s) and address of the Qualifying Shareholder(s)合資格股東姓名及地址 Total number of Shares registered in your name(s) on Wednesday, 10 April 2013在二零一三年四月十日（星期三）以 閣下名義登記的股份總數
BOX A
甲欄
Number of Rights Shares provisionally allotted to you subject to payment in full on acceptance by not later than 4:00 p.m. on
Thursday, 25 April 2013
暫定配發予 閣下的供股股份數目，股款須最遲須於二零一三年四月二十五日（星期四）下午四時正接納時繳足
BOX B
乙欄
Total subscription monies payable in full on acceptance
接納時應繳足的認購股款總額
BOX C
丙欄
HK$
港元
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• Contact telephone number: 聯絡電話： No person receiving a provisional allotment letter for Rights Shares in any jurisdiction other than Hong Kong may treat it as an offer or an invitation to apply for the Rights Shares, unless in the relevant jurisdiction such an offer or invitation to apply for the Rights Shares could lawfully be made without compliance with any registration or other legal or regulatory requirements thereof. It is the responsibility of anyone outside Hong Kong wishing to make an application for the Rights Shares to satisfy himself/herself/itself, before exercising any rights to subscribe for the Rights Shares, as to the observance of the laws and regulations of all relevant jurisdictions, including the obtaining of any governmental or other consents and to pay any taxes and duties required to be paid in such jurisdiction in connection therewith. The Company reserves the right to refuse to accept any application for the Rights Shares if it believes that doing so would violate the applicable securities or other laws or regulations of any jurisdiction. It should be noted that under the Underwriting Agreement, the Joint Underwriters may terminate the arrangements set out in the Underwriting Agreement by notice in writing issued to the Company by the Joint Underwriters at any time prior to the Latest Time for Termination (which is expected to be Monday, 29 April 2013) if there occurs:

• (i) an introduction of any new law or regulation or any change in existing law or regulation (or the judicial interpretation thereof); or

• (ii) any local, national or international event or change (whether or not forming part of a series of events or changes occurring or continuing before, and/or after the date of the Underwriting Agreement) of a political, military, financial, economic or currency (including any disruption to trading generally or trading in any securities of the Company on any stock exchange, or a change in the system under which the value of the Hong Kong currency is linked to the currency of the United States of America) or other nature (whether or not such are of the same nature as any of the foregoing) or of the nature of any local, national or international outbreak or escalation of hostilities, insurrection or armed conflict; or

• (iii) any act of God, fire, flood, explosion, epidemic, earthquake, nuclear or natural disaster, war, act of terrorism, riot, public disorder, civil commotion, strike or lock-out; or

• (iv) any suspension or a material limitation in trading in securities generally on the Stock Exchange, or a general moratorium on commercial banking activities in Hong Kong declared by the relevant authorities or a material disruption in commercial banking or securities settlement or clearance services in Hong Kong;

• and in the absolute opinion of the Joint Underwriters, such change could have a material and adverse effect on the business, financial or trading position or prospects of the Group as a whole or the success of the Rights Issue or make it inadvisable or inexpedient to proceed with the Rights Issue. If, at or prior to 4:00 p.m. on Monday 29 April 2013:

• (i) the Company commits any material breach of or omits to observe any of the obligations, undertakings, representations or warranties expressed to be assumed by it under the Underwriting Agreement; or

• (ii) the Joint Underwriters shall receive notification, or shall otherwise become aware of the fact that any of the representations or warranties contained in the Underwriting Agreement was, when given, untrue, inaccurate or misleading, or would be untrue, inaccurate or misleading; or

• (iii) the Company shall, after any matter or event of misrepresentation, breach of warranty and undertaking referred to in the Underwriting Agreement has occurred or come to the Joint Underwriters’ attention, fail promptly to send out any announcement or circular (after the despatch of the Rights Issue Documents), in such manner (and as appropriate with such contents) as the Joint Underwriters may request for the purpose of preventing the creation of a false market in the securities of the Company;

• the Joint Underwriters shall be entitled (but not bound) by notice in writing issued by the Joint Underwriters to the Company to elect to treat such matter or event as releasing and discharging the Joint Underwriters from their obligations under the Underwriting Agreement. If the Underwriting Agreement is terminated by the Joint Underwriters on or before the aforesaid deadline or does not become unconditional, the Rights Issue will not proceed. A further announcement will be made if the Underwriting Agreement is terminated by the Joint Underwriters. It should be noted that the Rights Issue is conditional upon several conditions, details of which are set out in the sub-section headed “Conditions of the Rights Issue” in the section headed “Letter from the Board” in the Prospectus. In the event the Joint Underwriters exercises the right to terminate the Underwriting Agreement upon the giving of written notice of termination prior to the Latest Time for Termination, all the obligations of the Joint Underwriters under the Underwriting Agreement shall cease and determine and no party shall have any claim against the other parties in respect of any matter or thing arising out of or in connection with the Underwriting Agreement (save in respect of any antecedent breaches and claims) provided that the Company shall remain liable to pay such fees and expenses as agreed by the parties pursuant to the Underwriting Agreement.

• It should be noted that the Shares have been dealt in on an ex-rights basis since Wednesday, 3 April 2013 and that the Rights Shares in their nil-paid form are expected to be dealt in from Monday, 15 April 2013 to Monday, 22 April 2013 (both days inclusive). Any dealings in the Shares from now and up to the Latest Time for Termination (which is expected to be Monday, 29 April 2013), being the time and date by which all conditions to which the Rights Issue is subject are required to be fulfilled before the Rights Issue becomes unconditional and when the right of the Joint Underwriters to terminate the Underwriting Agreement is to lapse, and any dealings in the Rights Shares in their nil-paid form between Monday, 15 April 2013 to Monday, 22 April 2013 (both days inclusive) are accordingly subject to the risk that the Rights Issue may not proceed. Shareholders and potential investors should therefore exercise caution when dealing in the Shares or the Rights Shares in their nil-paid form and, if they are in any doubt about their position, they should consult their professional adviser(s).

在香港以外任何司法權區接獲供股股份的暫定配額通知書的任何人士，概不得將之視為申請供股股份的要約或邀請，除非在有關司法權區內在毋須遵守任何登記或其他法律或監管規定的情況下，可合法作出該項供股股份要約或邀請。香港境外的任何人士如欲為其本身申請供股股份，則有責任在行使認購供 股股份的任何權利前確保已就 此遵守所有有關司法權區的法律及法規，包括取得任何政府或其他同意，並就此繳付該司法權區規定繳納的任何稅項及徵稅。倘本公司相信接納供股股份的申請將違反任何司法權區適用的證券或其他法律或法規，則本公司保留拒絕接納任何該等供股股份申請的權利。 務請注意，倘發生下列事件，則聯席包銷商可於最遲終止時間（預期為二零一三年四月二十九日（星期一））前任何時間向本公司發出書面通知終止包銷協議所載安排：

• i. 實施任何新法律或法規或任何現行法律或法規（或其司法詮釋）有任何變動；或

ii. 本地、國家或國際間發生任何政治、軍事、金融、經濟、貨幣（包括任何證券交易所的整體買賣或本公司任何證券買賣中斷，或香港貨幣與美利堅合眾國貨幣價值掛鉤制度的變動）或其他性質（不論是否與上述任何情況屬同類性質）的事件或變動（不論是否屬於包銷協議日期之前及╱或之後發生 或持續出現的連串事件或變動的一部分），或本地、國家或國際間敵對行動、暴動或武裝衝突爆發或升級；或

• iii. 任何天災、火災、水災、爆炸、疫症、地震、核能或自然災難、戰爭、恐怖活動、暴亂、群眾騷亂、治安不靖、罷工或停工；或

• iv. 聯交所證券買賣全面暫停或受嚴重限制，或有關部門下令香港商業銀行活動全面停頓，或香港商業銀行或證券交收或結算服務受到重大干擾；且聯席包銷商全權認為，上述變動會對本集團整體業務、財務或經營狀況或前景或成功進行供股造成重大不利影響，或致使進行供股屬不宜或不恰當。

• 倘於二零一三年四月二十九日（星期一）下午四時正或之前：

• i. 本公司嚴重違反或並無遵守包銷協議所訂明其須承擔的任何責任、承諾、陳述或保證；或

• ii. 聯席包銷商應接獲通知或從其他途徑獲悉包銷協議所載任何陳述或保證在作出時屬失實、不確或誤導，或將屬失實、不確或誤導；或

• iii. 本公司於包銷協議所述任何事宜或失實事件或聯席包銷商得悉保證或承諾遭違反後，未有（於寄發供股文件後）就避免本公司證券出現虛假市場即時按聯席包銷商就此要求的方式（及有關內容（如適當））發出任何公告或通函。

則聯席包銷商有權（但無責任）透過聯席包銷商向本公司發出書面通知，選擇視該事宜或事件為解除及撤銷聯席包銷商於包銷協議項下的責任。倘包銷協議由聯席包銷商於上述時限或之前終止，或未能成為無條件，則供股將不會進行。倘聯席包銷商終止協議，本公司將另行發出公告。 務請注意，供股須待章程中「董事會函件」一節內「供股的條件」分節所詳述的多項條件達成後，方可作實。倘聯席包銷商於最遲終止時間前以書面通知行使權利終止包銷協議，則聯席包銷商於包銷協議項下的責任將予停止及終結，且概無任何方須就與包銷協議有關或由其引致的任何事宜向其他方承擔任何責 任（事前違約及責任者除外），惟本公司應仍有責任支付各方根據包銷協議所協定的有關費用及開支。

務請注意，股份已由二零一三年四月三日（星期三）起以除權方式買賣。預期供股股份將由二零一三年四月十五日（星期一）起至二零一三年四月二十二日（星期一）（包括首尾兩天）以未繳股款方式買賣。由現時起至最遲終止時間（預期為二零一三年四月二十九日（星期一））（即所有供股條件必須在供股成為無條件 前達成及聯席包銷商有權終止包銷協議的最後期限已過去）進行的任何股份買賣，以及在二零一三年四月十五日（星期一）起至二零一三年四月二十二日（星期一）（包括首尾兩天）進行任何未繳股款供股股份的買賣，將因此承擔供股未必進行的風險。因此，股東及潛在投資者在買賣股份或未繳股款供股股份時務 必審慎行事；如彼等對本身的情況有任何疑問，應諮詢彼等的專業顧問。 NO RECEIPT WILL BE GIVEN. 所有繳款將不另發收據。

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Fufeng Group Limited 阜豐集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 546)

11 April 2013

Dear Qualifying Shareholder(s),

In accordance with the terms set out in the rights issue prospectus of the Company dated 11 April 2013 (the “ Prospectus ”) accompanying this provisional allotment letter (“ PAL ”) despatched to the Qualifying Shareholders, the Directors have provisionally allotted to you Rights Shares on the basis of 1 Rights Share for every 5 Existing Shares of HK$0.10 each in the Company registered in your name as at the close of business on Wednesday, 10 April 2013 (the “ Record Date ”) at HK$1.80 per Rights Share. Your holding of Shares as at the Record Date is set out in Box A and the number of Rights Shares provisionally allotted to you is set out in Box B. Terms Capitalised terms defined in the Prospectus have the same meanings when used herein unless the context requires otherwise.

The Rights Issue Documents will not be registered under the applicable securities legislation of any jurisdiction other than Hong Kong. No provisional allotment of the Rights Shares will be made to those Shareholders with addresses outside Hong Kong if the Directors consider, after making reasonable enquiries, such exclusion to be necessary or expedient on account either of the legal restrictions under the laws of the relevant place(s) or the requirements of the relevant regulatory body or stock exchange in that (those) place(s).

The Rights Shares, when allotted, issued and fully-paid, will rank pari passu in all respects with the then existing Shares in issue and holders of fully-paid Rights Shares will be entitled to receive all future dividends and distributions which may be declared, made or paid after the date of allotment and issue of the Rights Shares.

PROCEDURE FOR ACCEPTANCE

To take up your provisional allotment, you must lodge the whole of this provisional allotment letter intact with the Company’s Hong Kong branch share registrar, Tricor Investor Services Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong (the “Registrar”) together with a remittance for the full amount payable on acceptance of the number of Rights Shares provisionally allotted to you as set out in Box C, so as to be received by not later than 4:00 p.m. on Thursday, 25 April 2013. All remittances must be made in Hong Kong dollars. Cheques must be drawn on a bank account with, and cashier’s orders must be issued by, a licensed bank in Hong Kong and made payable to “Fufeng Group Limited – Rights Issue Account” and crossed “Account Payee Only”. Such payment will constitute acceptance of the provisional allotment on the terms of this provisional allotment letter and the Prospectus and subject to the memorandum and articles of association of the Company.

It should be noted that unless this provisional allotment letter, together with the appropriate remittance for the amount shown in Box C, have been physically received as described above by not later than 4:00 p.m. on Thursday, 25 April 2013, whether by the original allottee or any person in whose favour the rights have been validly transferred, that your provisional allotment and all rights hereunder will be deemed to have been declined and will be cancelled.

EXCESS RIGHTS SHARES

If you wish to apply for any Rights Shares in addition to your provisional allotment hereunder, you must complete and sign the accompanying form of application for excess Rights Shares as indicated thereon and lodge it, together with a separate remittance for the full amount payable on application in respect of the excess Rights Shares applied for, with the Registrar by not later than 4:00 p.m. on Thursday, 25 April 2013. All remittances must be made in Hong Kong dollars. Cheques must be drawn on a bank account with, and cashier’s orders must be issued by, a licensed bank in Hong Kong and made payable to “Fufeng Group Limited – Excess Application Account” and crossed “Account Payee Only”. It should be noted that the allotment of excess Rights Shares will be made at the discretion of the Directors, after consultation with the Joint Underwriters, on a fair and equitable basis as far as practicable, and on the principles that (i) preference will be given to those applications which will top-up odd lots to whole board lots, unless the total number of Rights Shares available for allocation are not sufficient to top-up all odd lots into whole board lots or the Director considers that such applications are made with the intention to abuse such mechanism; (ii) in case the Rights Shares available for allocation are insufficient to be allotted to all Qualifying Shareholders under principle (i) above, the Directors shall then allot the excess Rights Shares to the applications on a pro rata basis by reference to the number of excess Rights Shares they have applied for, notwithstanding whether such Qualifying Shareholders are holding odd lots of Shares or board lots of Shares; and (iii) in case the Rights Shares available for allocation are sufficient to be allotted to those Qualifying Shareholders under principle (i) above, the remaining excess Rights Shares will be allocated to other Qualifying Shareholders who have applied for excess Rights Shares on a pro rata basis by reference to the number of remaining excess Rights Shares they have applied for, with flexibility to round up to whole board lots at the discretion of the Directors; but applicants are not guaranteed to be allotted all or any of the excess Rights Shares applied for.

TRANSFER

If you wish to transfer all of your Rights Shares provisionally allotted to you hereunder, you must complete and sign the form of transfer and nomination (Form B) and hand this provisional allotment letter to the person(s) to or through whom you are transferring your Rights Shares. The transferee(s) must then complete and sign the registration application form (Form C) and lodge this provisional allotment letter intact together with a remittance for the full amount payable on acceptance as set out in Box C with the Registrar so as to be received by not later than 4:00 p.m. on Thursday, 25 April 2013. It should be noted that Hong Kong stamp duty is payable in connection with the transfer of your rights to subscribe for the relevant Rights Shares.

SPLITTING

If you wish to accept only part of your provisional allotment or transfer part of your rights to subscribe for the Rights Shares provisionally allotted to you under this provisional allotment letter or to transfer all or part of your rights to more than one person to subscribe for the Rights Shares provisionally allotted under this provisional allotment letter, this original provisional allotment letter must be surrendered by not later than 4:30 p.m. on Wednesday, 17 April 2013 to the Registrar, who will cancel this original provisional allotment letter and issue new provisional allotment letter(s) in the denomination(s) required. This provisional allotment letter contains full information regarding the procedures to be followed if you wish to accept only part of your provisional allotment or if you wish to transfer all or part of your provisional allotment.

CHEQUES AND CASHIER’S ORDERS

All cheques and cashier’s orders for the Rights Shares will be presented for payment immediately following receipt and all interest earned on such monies, if any, will be retained for the use and benefit of the Company. If any cheque or cashier’s order is dishonoured on first presentation, the Company reserves the right to reject any application for this provisional allotment letter, and in that event the provisional allotment and all rights thereunder will be deemed to have been declined and will be cancelled.

CERTIFICATES FOR RIGHTS SHARES AND REFUND CHEQUES

Subject to the fulfillment of the conditions of the Rights Issue, share certificates for all fully paid Rights Shares are expected to be posted by ordinary post on or around Thursday, 2 May 2013 to persons who have accepted at their own risk and (where applicable) applied for, and paid for the Rights Shares.

One share certificate will be issued for all the Rights Shares allotted and issued to an applicant.

Refund cheques in respect of wholly or partially unsuccessful applications for excess Rights Shares (if any) are expected to be sent by ordinary post on or around Thursday, 2 May 2013 to the applicants at their own risk.

TERMINATION OF THE UNDERWRITING AGREEMENT

It should be noted that the Joint Underwriters may terminate the Underwriting Agreement at any time prior to the Latest Time for Termination (which is expected to be Monday, 29 April 2013) under certain events as detailed in the section headed “Termination of the Underwriting Agreement” in the Prospectus. If the Underwriting Agreement is terminated by the Joint Underwriters on or before the aforesaid deadline or does not become unconditional, the Rights Issue will not proceed. In this circumstance, the application monies will be refunded to the applicants without interest by means of cheques to be despatched by ordinary mail at the risk of such applicants on or about Thursday, 2 May 2013.

GENERAL

Lodgement of this provisional allotment letter with, where relevant, the form of transfer and nomination purporting to have been signed by the person(s) in whose favour it has been issued shall be conclusive evidence of the title of the party or parties lodging it to deal with the same and to receive split letters of allotment and/or certificates for Shares.

This provisional allotment letter and any acceptance of the offer contained in it shall be governed by and construed in accordance with the laws of Hong Kong.

Further copies of the Prospectus giving details of the Rights Issue are available at the Registrar at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong during normal business hours.

By completing, signing and submitting the forms accompanying this provisional allotment letter, you agree to disclose to the Company, the Registrar and/or their respective advisers and agents personal data and any information which they require about you or the person(s) for whose benefit you have made the acceptance of the provisional allotment of the Rights Shares. The Personal Data (Privacy) Ordinance (Chapter 486 of the laws of Hong Kong) provides the holders of securities with rights to ascertain whether the Company or the Registrar hold their personal data, to obtain a copy of that data, and to correct any data that is inaccurate. In accordance with the Personal Data (Privacy) Ordinance (Chapter 486 of the laws of Hong Kong), the Company and the Registrar have the right to charge a reasonable fee for the processing of any data access request. All requests for access to data or correction of data or for information regarding policies and practices and the kinds of data held should be addressed to the Company, at its place of business in Hong Kong at Suite 1102, 11th Floor, Chinachem Century Tower,178 Gloucester Road, Wanchai, Hong Kong or as notified from time to time in accordance with applicable law, for the attention of the Company Secretary or (as the case may be) the Registrar at its address set out above.

Yours faithfully, For and on behalf of Fufeng Group Limited Li Xuechun Chairman

IN THE EVENT OF ANY TRANSFER OF THE ENTITLEMENTS TO THE RIGHTS SHARES REPRESENTED BY THIS DOCUMENT, AD VALOREM STAMP DUTY IS PAYABLE ON EACH SALE AND EACH PURCHASE. A GIFT OR TRANSFER OF BENEFICIAL INTEREST OTHER THAN BY WAY OF SALE IS ALSO LIABLE TO AD VALOREM STAMP DUTY. EVIDENCE OF PAYMENT OF AD VALOREM STAMP DUTY WILL BE REQUIRED BEFORE REGISTRATION OF ANY TRANSFER OF THE ENTITLEMENTS TO THE RIGHTS SHARES REPRESENTED BY THIS DOCUMENT.

在以本文件提出任何轉讓供股股份配額時，每項買賣均須繳付從價印花稅。除以出售形式外，餽贈或轉讓實益擁有的權益亦須繳付從價印花稅。在以本文件提出任何登記轉讓供股股份配 額前，須出示已繳付從價印花稅的證明。

Form B

表格乙

FORM OF TRANSFER AND NOMINATION 轉讓及提名表格

(To be completed and signed only by the Qualifying Shareholder(s) who wish(es) to transfer all of his/her/its/their right(s) to subscribe for the Rights Shares comprised herein) （只供擬轉讓本暫定配額通知書所列彼╱其╱彼等全部供股股份認購權利的合資格股東填寫及簽署）

To: The Directors Fufeng Group Limited

致： 阜豐集團有限公司 列位董事 台照

Dear Sirs,

I/We[#] hereby transfer all of my/our[#] rights to subscribe for the Rights Shares comprised in this provisional allotment letter to the person(s) accepting the same and signing the registration application form (Form C) below.

敬啟者：

本人╱吾等[#] 謹將本暫定配額通知書所列本人╱吾等[#] 的全部供股股份認購權利轉讓予接受此權利並簽署下列登記申請表格（表格丙）的該（等）人士。

Signature(s) (all joint shareholders must sign) 簽署（所有聯名股東均須簽署）

Date日期: 2013

NOTE: Ad Valorem stamp duty is payable in connection with the transfer of your rights to subscribe for Rights Shares. 附註：轉讓 閣下的供股股份認購權利須繳付從價印花稅。

Form C

表格丙

REGISTRATION APPLICATION FORM 登記申請表格

(To be completed and signed only by the person(s) to whom the rights to subscribe for the Rights Shares are being transferred) （只供承讓供股股份認購權利的人士填寫及簽署）

• To: The Directors

• Fufeng Group Limited

• 致： 阜豐集團有限公司 列位董事 台照

Dear Sirs,

I/We[#] request you to register the number of the Rights Shares mentioned in Box B of Form A in my/our[#] name(s) and I/we[#] agree to accept the same on the terms set out in this provisional allotment letter and the accompanying Prospectus and subject to the memorandum and articles of association of the Company. 敬啟者：

本人╱吾等[#] 謹請 閣下將表格甲內乙欄所列的供股股份數目登記在本人╱吾等[#] 名下。本人╱吾等[#] 同意依照本暫定配額通知書及隨附章程所載條款，並在 貴公 司的組織章程大綱及 公司細則的規限下接納此等供股股份。

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To be completed in BLOCK LETTERS in ENGLISH . Joint applicants should give one address only.
請用 英文正楷 填寫。聯名申請人只須填報一個地址。
Name in English Family Name 姓氏 Other Names 名字 Name in Chinese
英文姓名 中文姓名
Name Continuation and/or
Name(s) of Joint Applicants
姓名（續）及╱或
聯名申請人姓名
Address
地址
Occupation Telephone Number
職業 電話號碼
Dividend Instructions 股息指示
Name & Address of Bank Bank Account No. 銀行賬戶號碼
銀行名稱及地址
Branch Branch Account
分行 分行 賬戶
1. 2. 3. 4.
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Signature(s) (all joint applicants must sign) 簽署（所有聯名申請人均須簽署）

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Date 日期:
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2013

Ad valorem stamp duty is payable by the transferee(s) if this form is completed. 填妥此表格後，承讓人須繳付從價印花稅。

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