Ganfeng Lithium Group Co., Ltd. — Proxy Solicitation & Information Statement 2019

Nov 19, 2019

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

(Stock Code: 1772)

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING

(Note 1)

I/we,

(Note 1) , (Note 2) H Shares (“ H Shares (“ Shares ”) of Ganfeng Lithium Co., Meeting ”), (Note 3) (Note 3)

of

being the registered holder(s) of (Note 2) H Shares (“ H Shares (“ Shares ”) of Ganfeng Lithium Co., Ltd. (the “ Company ”), hereby appoint the Chairperson of the captioned meeting of the Company (the “ Meeting ”), or (Note 3)

of

as my/our proxy to attend and act for me/us at the Meeting to be held on Tuesday, January 7, 2020 at 2:00 p.m. at the Company’s conference room at 4th Floor, R&D Building at the Company’s Headquarter, Longteng Road, Economic Development Zone, Xinyu, Jiangxi Province, the People’s Republic of China (the “ PRC ”) or any adjournment thereof and to vote for me/us at the Meeting or any adjournment thereof in respect of the resolutions as indicated hereinafter, or if no such indication is given, as my/our proxy thinks fit.

Special Resolutions	Special Resolutions	For (Note 4)	Against (Note 4)	Abstention(Note 4)
1.	To consider and approve application for bank facilities and provision of guarantees by the Company and its wholly-owned subsidiary
2.	To consider and approve reduction of registered capital
3.	To consider and approve amendments to the Articles of Association

Shareholder’s signature[(Note 5)] :

Date:

Notes:

Attention: Before you appoint persons as your proxy to attend the Meeting, please read the circular of the Company dated November 19, 2019.

1. Please insert your full name and address in BLOCK CAPITALS .

2. Please insert the number of Shares registered in your name and to which this Form of proxy relates. If no such number is inserted, this Form of proxy will be deemed to relate to all the Shares registered in your name.

3. If any proxy other than the Chairperson of the Meeting is appointed, cross out “the Chairperson of the captioned meeting of the Company (the “ Meeting ”), or”, and insert the name and address of the proxy desired in the space provided. Shareholders who are entitled to attend and vote at the Meeting have the power to appoint one or more proxies to attend and vote at the Meeting. The proxy appointed need not be a shareholder of the Company (“ Shareholder ”). Any alteration made to this Form of proxy must be signed by the person who originally executed this Form of proxy.

4. If you wish to vote for any resolution, please insert “ ✓ ” in the box marked “For”. If you wish to vote against any resolution, please insert “ ✓ ” in the box marked “Against”. If you wish to abstain from voting on any resolution, please insert “ ✓ ” in the box marked “Abstention”. Failure to make any indication will entitle your proxy/proxies to vote or abstain at his discretion. Your proxy/proxies will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting. Any vote which is not filled or filled wrongly or with unrecognizable writing or not casted will be deemed as having been waived by you and the corresponding vote will be counted as “Abstain”. The number of abstained votes will be counted as the required majority in favour of any resolution proposed and will be counted into the denominator for the purpose of percentage calculation of the voting.

5. This Form of proxy must be signed by you or your attorney duly authorised in writing. Corporations must execute this Form of proxy under common seal or under the hand of any director or attorney duly authorised. If this Form of proxy is signed by your attorney duly authorised in writing, the power of attorney or other documents of authorisation (if any) must be notarized.

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

7. In order to be valid, this Form of proxy together with any power of attorney or other documents of authorisation (if any) under which it is signed or a notarised copy thereof must be delivered or mailed to Computershare Hong Kong Investor Services Limited, the Company’s H Shares registrar, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 24 hours before the holding of the Meeting. Completion and return of the Form of proxy will not preclude you from attending and voting in person at the Meeting should you so wish, but in such event the instrument appointing a proxy shall be deemed to be revoked.

8. Any resolution at the Meeting will be taken by poll. On a poll, every member present in person or by proxy shall be entitled to one vote for each share of the Company registered in his name. The result of such poll shall be deemed to be the resolution of the Meeting at which the poll was so taken.

9. All references to date and time herein refer to Hong Kong date and time.