Rego Interactive Co., Ltd — Proxy Solicitation & Information Statement 2018

Oct 31, 2018

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(a joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1065)

PROXY FORM FOR USE AT THE 2018 FIRST EXTRAORDINARY GENERAL MEETING

The number of H Shares to which this proxy form relates [(Note][1)]

I/We [(note][2)]

of

being the registered holders of [(note][1)] H shares (the “ Shares ”) of nominal value of RMB1.00 each in the capital of Tianjin Capital Environmental Protection Group Company Limited (the “ Company ”), is/are the shareholder(s) of the Company, and HEREBY APPOINT THE CHAIRMAN OF THE 2018 FIRST EXTRAORDINARY [3)] GENERAL MEETING or [(note] as my/our proxy(ies) to attend and act for me/us and on my/our behalf at the 2018 first extraordinary general meeting (the “ EGM ”) of the Company to be held at the conference room of the Company on 5th Floor, TCEP Building, 76 Weijin South Road, Nankai District, Tianjin, the PRC at 2:00 p.m. on 17 December 2018 (or at any adjournment thereof) and to exercise the right of voting at such meeting or at any adjournment thereof in respect of the resolutions as hereunder indicated, or if no such indication is given, as my/our proxy(ies) thinks(s) fit. My/our proxy will also be entitled to vote on any matter properly put to the EGM in such manner as he/she thinks fit.

		Resolutions						For(note 4)	Against (note 4)	Against (note 4)
		Ordinary Resolutions
	1.	To consider and approve the appointment of Mr. Liu Yujun				as an executive
		Director of the eighth Board of the Company.
	2.	To consider and approve the appointment of	Ms. Wang Jing			as an executive
		Director of the eighth Board of the Company.
	3.	To consider and approve the appointment of			Mr. Niu Bo as an executive
		Director of the eighth Board of the Company.
	4.	To consider and approve the appointment		of Mr. Yu Zhongpeng as a
		non-executive Director of the eighth Board of		the Company.
	5.	To consider and approve the appointment of	Mr. Han Wei as			a non-executive
		Director of the eighth Board of the Company.
	6.	To consider and approve the appointment of Mr.		Si Xiaolong as		a non-executive
		Director of the eighth Board of the Company.
	7.	To consider and approve the appointment of Mr.		Di Xiaofeng as an independent
		non-executive Director of the eighth Board of		the Company.
	8.	To consider and approve the appointment	of Mr. Guo Yongqing as an
		independent non-executive Director of the eighth Board of the Company.
	9.	To consider and approve the appointment	of Mr. Wang			Xiangfei as an
		independent non-executive Director of the eighth Board of the Company.
	10.	To consider and approve the appointment of Ms. Lu Hongyan				as a Supervisor
		of the eighth Supervisory Committee of the Company.
	11.	To consider and approve the appointment of Mr.		Niu Jing as a Supervisor of the
		eighth Supervisory Committee of the Company.
	12.	To consider and approve the appointment of Ms. Shen Yue as				a Supervisor of
		the eighth Supervisory Committee of the Company.
	13.	To consider and approve the appointment of Mr.			Li Zongqiang as a Supervisor
		of the eighth Supervisory Committee of the Company.
	14.	To consider and approve the resolution in relation to the remuneration for the
		Directors of the eighth Board of the Company.
	15.	To consider and approve the resolution in relation to the remuneration for the
		Supervisors of the eighth Supervisory Committee of the Company.
	16.	To consider and approve the amendments to the		rules of procedure of Board of
		Directors.

[5)] 2018 Signature(s) [(note] :

Date:

Notes:

1. Please insert the number of Shares in the Company registered in your name(s) and to which this proxy form relates. If no such number is inserted, this proxy form will be deemed to relate to all Shares registered in your name(s).

2. Please insert the full name(s) in Chinese and English and address(es) (as shown in the register of members of the Company) in block capital(s).

3. If any proxy other than the Chairman of the EGM is preferred, strike out “the Chairman of the 2018 First Extraordinary General Meeting or” and insert the name and the address of the proxy desired in the space provided. Each shareholder of the Company is entitled to appoint one or more proxies to attend and vote at the EGM. The proxy needs not be a member of the Company. Any alteration made to this proxy form must be signed by the person who signs it.

4. Cumulative voting will be adopted for resolution numbers 1 to 6. As at the share registration date, the total votes of each shareholder held will be equivalent to the number of shares that shareholder holds multiplied by the number of the proposed Directors (6 persons). Cumulative voting will be adopted for resolution numbers 7 to 9. As at the share registration date, the total votes of each shareholder held will be equivalent to the number of shares that shareholder holds multiplied by the number of the proposed independent Directors (3 persons). Cumulative voting will be adopted for resolution numbers 10 to 13. As at the share registration date, the total votes of each shareholder held will be equivalent to the number of shares that shareholder holds multiplied by the number of the proposed Supervisors (4 persons). The shareholder can use his/her votes to vote for one or more person(s). For other resolutions, if you wish to vote for a resolution, place a tick “�” in the column marked “FOR”. If you wish to vote against a resolution, place a tick “�” in the column marked “AGAINST”. Failure to tick either box will entitle your proxy to cast your vote at his discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the EGM other than those referred to in the notice(s) convening the EGM.

5. This proxy form must be signed by you or your attorney duly authorised in writing or, in the case of a corporation or an institution, either under the common seal or under the hand of any director or attorney duly authorised in writing. In any event, the execution shall be made in accordance with the articles of association of such corporation or institution.

6. In order to be valid, this proxy form and, if such proxy form is signed by a person under a power of attorney or authority on behalf of the appointer, a notarially certified power of attorney (if any) or other authority (if any) under which it is signed, must be deposited at the Company’s H Share registrar address at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, or the Company’s principal office address at TCEP Building, 76 Weijin South Road, Nankai District, Tianjin, the PRC, as soon as possible but in any event not less than 24 hours before the time scheduled for the holding of the EGM or any adjournments thereof.

7. To attend and represent the shareholder(s) at the general meeting, the proxy so appointed must produce beforehand his/her identification document and any power of attorney duly signed by his appointer(s) or the legal representative(s) of his appointer(s). The power of attorney must state the date of issuance.

8. Completion and delivery of this proxy form will not prelude you from attending and voting in person at the EGM or any adjournment thereof should you so wish.

9. In the case of joint registered holders of any Shares, any one of such persons may vote at the EGM, either personally or by proxy, in respect of such Shares as if he/she was solely entitled thereto; but if more than one of such joint registered holders be present at the EGM, either personally or by proxy, that one of the said persons so present whose name stands first on the register of member of the Company in respect of such Shares shall be accepted to the exclusion of the votes of the other joint registered holders.

10. The proxy needs not be a member of the Company but must attend the EGM in person to represent you.

11. The resolutions set out in this proxy form are only summary. The full text is set out in the “Notice of 2018 First Extraordinary General Meeting”.