SPT Energy Group Inc. — Proxy Solicitation & Information Statement 2013

Apr 18, 2013

==> picture [252 x 36] intentionally omitted <==

(Incorporated in Hong Kong with limited liability)

(Stock Code: 570)

Form of Proxy for use at the Annual General Meeting convened at 3:00 p.m. on Tuesday, 28 May 2013

I/We[(1)]

of

being the holder(s) of[(2)]

of HK$0.10 each of the abovenamed Company hereby appoint[(3][&][4)]

of

or failing him[(3][&][4)]

of

or failing him, the Chairman of the meeting to act as my/our proxy at the Annual General Meeting (or at any adjournment thereof) of the Company to be held at Conference Room, 1st Floor, No. 2 Rong Gui Qiao Xi Road, Shunde District, Foshan City, Guangdong Province, the People’s Republic of China on Tuesday, 28 May 2013 at 3:00 pm. and, in the event of a poll, to vote on my/our behalf as directed below or, if no such indication is given, as my/our proxy thinks fit.

			Ordinary Resolutions	Ordinary Resolutions	Ordinary Resolutions	Ordinary Resolutions	For (5)	For (5)	Against (5)	Against (5)
	1.	To	receive and consider the audited financial statements, the report of the
		directors and the independent		auditor’s report for the year ended 31
		December 2012.
	2.	(a)	To re-elect Mr. WU Xian as a director.
		(b)	To re-elect Mr. YANG Bin as a director.
		(c)	To re-elect Mr. SHE Lulin as a director.
		(d)	To re-elect Mr. LIU Cunzhou as			a director.
		(e)	To re-elect Mr. DONG Zenghe		as a director.
		(f)	To re-elect Mr. ZHAO Dongji as a director.
		(g)	To re-elect Mr. ZHOU Bajun as			a director.
		(h)	To re-elect Mr. XIE Rong as a		director.
		(i)	To re-elect Mr. FANG Shuting		as a director.
		(j)	To authorize the board of directors to fix the directors’ remuneration.
	3.	To	re-appoint KPMG as auditors and authorize the board of directors to
		fix	their remuneration.
	4.	To	give a general mandate to the		directors to repurchase shares of the
		Company (ordinary resolution		no.		4 of the notice of annual general
		meeting).
	5.	To	give a general mandate to	the	directors to issue new shares of the
		Company (ordinary resolution		no.		5 of the notice of annual general
		meeting).
	6.	To	extend the general mandate	to be given to the directors to issue new
		shares of the Company (ordinary resolution no. 6 of the notice of annual
		general meeting).

Date:

, 2013 Signature[(6)] :

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

2. Please insert the number of shares of HK$0.10 each 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).

3. A member of the Company entitled to attend and vote at the meeting shall be entitled to appoint one or more proxies to attend and, on a poll, to vote instead of him. A proxy need not be a member of the Company, but must attend the meeting in person to represent you. Any alterations made in this form should be initialled by the person who signs it.

4. Please insert the name and address of the proxy desired and strike out the words “or failing him, the Chairman of the meeting”. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY.

5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE PLACE A “ ✓ ” IN THE RELEVANT BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE PLACE A “ ✓ ” IN THE RELEVANT BOX MARKED “AGAINST”. Failure to complete either box will entitle your proxy to cast his vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

6. This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, this form of proxy must be under its common seal or under the hand of an officer or attorney duly authorized.

7. If more than one of the joint holders are present at the meeting personally or by proxy, that one of the said persons whose name stands first on the register of members in respect of the relevant share(s) will alone be entitled to vote in respect of the relevant joint holding.

8. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or notarially certified copy of such power or authority must be deposited at the registered office of the Company at Rooms 2801-2805, China Insurance Group Building, 141 Des Voeux Road Central, Hong Kong not less than 48 hours before the time for holding the meeting or any adjournment thereof.