Netjoy Holdings Limited — Proxy Solicitation & Information Statement 2017

Dec 14, 2017

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(Stock Code: 902)

Proxy Form for 2018 First 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
		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 resolutions in accordance with the instruction(s) below and on my(our) behalf at the 2018 First Extraordinary General Meeting (the “Extraordinary General Meeting”) to be held at 9:00 a.m. on 30 January 2018 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 resolutions 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 resolutions at his own discretion. [(Note][6)]

ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS		Against (Note 4)	Against (Note 4)
	ORDINARY RESOLUTIONS		For (Note 4)	Against (Note 4)
	1.	To consider and approve the proposal regarding the continuing connected transactions for 2018 between the Company and Huaneng Group
2.	2.	To consider and approve the proposal regarding the Acceptance of the guaranteed loans for working capital relating to Sahiwal Project in Pakistan by Shandong Company

Date: 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 the H Share registrar of the Company, Hong Kong Registrars Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, at least 24 hours before the time designated for the holding of the Extraordinary General Meeting.

7. Please delete as appropriate.