Netjoy Holdings Limited — Proxy Solicitation & Information Statement 2014

Oct 13, 2014

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(Stock Code: 902)

Proxy Form for Extraordinary General Meeting

I (We) (Note 2)				of	Number of Shares related to this proxy form (Note 1) H Shares/Domestic Shares* ,	Number of Shares related to this proxy form (Note 1)		H Shares/Domestic Shares*
							,
Shareholders’ Account: being the holder(s) of (the “Company”) now appoint_(Note 3)_ (of					and I.D. No.: , Share(s)/Domestic Share(s) * (Note 1) of Huaneng Power International, Inc. I.D. No.: ),
				H
		appoint_(Note 3)_

or failing him the Chairman of the meeting as my(our) proxy to attend and vote for me(us) on the following resolution in accordance with the instruction(s) below and on my(our) behalf at the 2014 Third Extraordinary General Meeting (the “Extraordinary General Meeting”) to be held at 2:00 p.m. on 28 November 2014 at the headquarters of the Company at Conference Room A102, Huaneng Building, 6 Fuxingmennei Street, Xicheng District, Beijing, the People’s Republic of China for the purpose of considering and, if thought fit, passing the resolution as set out in the notice convening the Extraordinary General Meeting. In the absence of any indication, the proxy may vote for or against the resolution at his own discretion. [(Note][6)]

	ORDINARY RESOLUTION	ORDINARY RESOLUTION	ORDINARY RESOLUTION	For (Note 4)	Against (Note 4)
1.		To consider and approve the proposal regarding the acquisition of the Hainan Power Interests, the Wuhan Power Interests, the Suzhou Thermal Power Interests, the Dalongtan Hydropower Interests, the Hualiangting Hydropower Interests, the Chaohu Power Interests, the Rujin Power Interests, the Anyuan Power Interests, the Jingmen Thermal Power Interests and the Yingcheng Thermal Power Interests.
Date:	2014 Signature:		(Note 5)

Notes:

1. Please insert the number of Share(s) registered in your name(s) relating to this form of proxy. If no number is inserted, this form of proxy will be deemed to relate to all of the shares in the capital of the Company registered in your name(s).

2. Please insert full name(s) and address(es) in BLOCK LETTERS .

3. Please insert the name and address of your proxy. If this is left blank, the chairman of the Extraordinary General Meeting will act as your proxy. One or more proxies, who may not be member(s) of the Company, may be appointed to attend and vote in the Extraordinary General Meeting provided that such proxies must attend the meeting in person on your behalf. Any alteration made to this proxy form must be signed by the signatory.

4. Attention: If you wish to vote FOR any resolution, please indicate with a “�” in the appropriate space under “For”. If you wish to vote AGAINST any resolution, please indicate with a “�” in the appropriate space under “Against”. In the absence of any such indication, the proxy will vote or abstain at his discretion.

5. This form of proxy must be signed underhand by you or your attorney duly authorised in that behalf. If the appointer is a corporation, this form must be signed under its common seal or under hand by any directors or agents duly appointed by such corporation.

6. This form of proxy together with the power of attorney or other authorisation document(s) which have been notarised, must be delivered, in the case of a holder of Domestic Share(s), to the Company and in the case of a holder of H Share(s), to Hong Kong Registrars Limited, at least 24 hours before the time designated for the holding of the Extraordinary General Meeting.* Please delete as appropriate.

7. Please delete as appropriate.