JY GAS LIMITED — Proxy Solicitation & Information Statement 2022

Jun 23, 2022

==> picture [210 x 51] intentionally omitted <==

==> picture [6 x 5] intentionally omitted <==

----- Start of picture text ----- *----- End of picture text -----

(Incorporated in Bermuda with limited liability)

(Stock Code: 603)

Form of Proxy for Special General Meeting

I/We [(Note][1)] ,

of ,

shares [[(Note]][2)] of HK$0.01 each in the capital of China Oil And

being the registered holder(s) of shares [[(Note]] of Gas Group Limited (“ Company ”) hereby appoint the Chairman of the Meeting or [(Note][3)] of

as my/our proxy to attend and act for me/us at the Special General Meeting (or at any adjournment thereof) of the Company to be held at Suite 1518, 15th Floor, Xinhai International Business Centre, No. 9 Qianshan Road, Xiangzhou District, Zhuhai City, Guangdong Province, China, on Friday, 15 July 2022 at 10:30 a.m. for the purpose of considering and, if thought fit, passing the following resolution as set out in the notice convening the meeting and at the meeting (or at any adjournment thereof) to vote for me/us in my/our name(s) in respect of the said resolution as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.

	ORDINARY RESOLUTIONFOR (Note 4)AGAINST (Note 4)To approve the Memorandum and all transactions contemplated thereunder.

Dated the day of 2022 Shareholder’s Signature [(Note][5)]

Notes:

• (1) Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint registered holders should be stated. A member entitled to attend and vote at the Meeting is entitled to appoint a proxy or more than one proxy (for member holding two or more shares) to attend and, on a poll, vote in his/her stead. A proxy need not be a member of the Company.

• (2) Please insert the number of shares of HK$0.01 each registered in your name(s) 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 in the capital of the Company registered in your name(s).

• (3) If any proxy other than the chairman of the meeting is desired, you must delete the words “the chairman of the meeting or” and insert the name and address of the proxy desired in the space provided. If no name is inserted, the Chairman of the Meeting will act as your proxy.

• (4) If you wish to vote for a resolution, please tick appropriate box marked “For”. If you wish to vote against a resolution, please tick appropriate box marked “Against”. Failure to complete the boxes will entitle your proxy to cast his/her votes at his/her discretion.

• (5) This form of proxy must be signed and dated by you or your attorney duly authorised in writing, or, if you are a corporation, this form of proxy must either be executed under common seal or under the hand of an officer or attorney so authorised.

• (6) In the case of joint holders of a share, any one of such holders may vote at the meeting either in person or by proxy in respect of such share as if he/she were solely entitled thereto; but if more than one of such joint holders are present at the meeting personally or by proxy, then the one of such holders whose name stands first on the register of members in respect of such share shall alone be entitled to vote in respect thereof.

• (7) Any alteration made to this form of proxy must be initialled by the shareholder who signs it.

• (8) In order to be valid, this form of proxy together with the power of attorney or other authority, if any, under which it is signed or certified copy thereof, must be deposited at the branch share registrar and transfer office of the Company in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 48 hours before the time for holding the meeting or any adjourned thereof.

• (9) Completion and return of this form of proxy will not preclude you from attending and voting in person at the meeting or any adjourned meeting and, in such event, this form of proxy will be deemed to have been revoked.

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 Meeting 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 for use in connection with the Purposes and to such 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/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company’s Hong Kong branch share registrar at the above address.

• for identification purposes only