Rego Interactive Co., Ltd — Proxy Solicitation & Information Statement 2023

Feb 13, 2023

==> picture [50 x 50] intentionally omitted <==

(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 2023 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 2023 FIRST EXTRAORDINARY GENERAL MEETING or[(Note][3)]

as my/our proxy(ies) to attend and act for me/us and on my/our behalf at the 2023 first extraordinary general meeting (the ‘‘EGM’’) of the Company to be held at the conference room of the Company on 5/F, TCEP Building, 76 Weijin South Road, Nankai District, Tianjin, the PRC at 2:00 p.m. on 1 March 2023 (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) think(s) fit.

	Ordinary Resolution		For (Note 4)	Against (Note 4)	Abstention (Note 4)
1.	To consider and approve the resolution in relation to the transfer
	of assets in Jinnan Sludge Plant Project to the Company.
	Special Resolution		For (Note 4)	Against (Note 4)	Abstention (Note 4)
2.	To consider and approve the resolution in relation to	the
	increaseofregisteredcapitaloftheCompanyand	the
	amendments to the Articles of Association of the Company.

Date:

2023 Signature(s)[(Note][5)] :

Notes:

1. Please insert the number of shares of 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 2023 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. IMPORTANT: Please check the appropriate box under the column marked ‘‘For’’ if you wish to vote in favour of a resolution. Please check the appropriate box under the column marked ‘‘Against’’ if you wish to vote against a resolution. Please check the appropriate box under the column marked ‘‘Abstained’’ if you wish to abstain from voting in respect of a resolution. If no direction is given, the proxy is entitled to vote as he thinks fit. Unless otherwise directed in this proxy form, the proxy is also entitled to vote as he thinks fit for any resolution duly submitted to the EGM in addition to those set out in the EGM Notice.

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. A proxy, on behalf of the shareholder of the Company, attending the EGM shall bring along the proxy form duly completed and signed as well as the proof of identification of the proxy.

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 2023 First Extraordinary General Meeting’’. For details of the above resolutions, please refer to the relevant notice of the Company dated 1 December 2022, 21 December 2022 and 28 December 2022.