Sinopec Kantons Holdings Limited — Proxy Solicitation & Information Statement 2005

Nov 3, 2005

SINOPEC KANTONS HOLDINGS LIMITED （中石化冠德控股有限公司）[*]

(incorporated in Bermuda with limited liability)

(Stock Code: 934)

PROXY FORM

Form of proxy for use by shareholders at the special general meeting convened to be held at 1608 Citicorp Centre, 18 Whitfield Road, Causeway Bay, Hong Kong on Monday, 21 November 2005 at 10:00 a.m.

I/We (Note a)

of

being the holder(s) of (Note b) shares of HK$0.10 each of the abovenamed Company HEREBY APPOINT

THE CHAIRMAN OF THE MEETING OR (Note c)

of

to act as my/our proxy (Note c) at the special general meeting of the Company to be held at 1608 Citicorp Centre, 18 Whitfield Road, Causeway Bay, Hong Kong on Monday, 21 November 2005 at 10:00 a.m. and at any adjournment thereof and to vote on my/our behalf as directed below.

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll (Note d) .

ORDINARY RESOLUTION	FOR	AGAINST
To approve the Revised Caps of Existing Ongoing Connected Transactions (as definedand details of which are set out in the circular of the Company dated 3 November 2005).

Dated the day of 2005

Shareholder’s signature x x (Notes e, f, g and h)

Notes:

• (a) Full name(s) and address(es) are to be inserted in BLOCK CAPITALS .

• (b) Please insert the number of shares registered in your name(s). If no 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).

• (c) A proxy need not be a member of the Company. If you wish to appoint some person other than the Chairman of the Meeting as your proxy, please delete the words “ THE CHAIRMAN OF THE MEETING OR ” and insert the name and address of the person appointed proxy in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY.

• (d) IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK IN THE BOX MARKED “AGAINST”. If this form returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those set out in the notice convening the meeting.

• (e) In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the meeting, whether in person or by proxy, that one of the joint holder whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

• (f) The form of proxy must be signed by a shareholder, or his attorney duly authorised in writing, or if the shareholder is a corporation, either under its common seal or under the hand of an officer or attorney so authorised.

• (g) In order to be valid, the form of proxy must be deposited together with a power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority, at Secretaries Limited, the Hong Kong Branch Share Registrar and Transfer Office of the Company, at G/F, Bank of East Asia Harbour View Centre, 56 Gloucester Road, Wanchai, Hong Kong not less than 48 hours before the time for holding the meeting or adjourned meeting.

• (h) ANY ALTERATION MADE TO THIS FORM SHOULD BE INITIALLED BY THE PERSON WHO SIGNED THE FORM.

* For identification purposes only