Xizang Zhihui Mining Co., Ltd. — Proxy Solicitation & Information Statement 2009

Oct 29, 2009

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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CLARIFICATION ANNOUNCEMENT

Reference is made to the “ Form of proxy for use at the Extraordinary General Meeting” dated 26 October 2009 issued by Harbin Power Equipment Company Limited (the “Company”).

Due to checking reason, the mistakes should be corrected and added as follows:

1 In the English version of “Form of proxy for use at the Extraordinary General Meeting”, “Extraordinary General Meeting” should be corrected into “Special General Meeting”;

2 In the English version of “Form of proxy for use at the Extraordinary General Meeting”, “December 10, 2009” should be corrected into “December 11, 2009”;

3 The fourteenth and fifteenth resolutions should be added into the “Form of proxy for use at the Extraordinary General Meeting” as follows:

RESOLUTIONS	FOR	AGAINST
14 Remuneration of directors
15 Remuneration of supervisors

4 Added “ Note 9: Remuneration of directors and supervisors should be fixed according to the remuneration policies of the Company and the performance appraisal situation of directors and supervisors” after Note 8 in the “Form of proxy for use at the Extraordinary General Meeting”

In particular to pay attention to the shareholders, the corrected form of proxy is enclosed.

We apologize to all the investors for the inconvenience. Hereby to be corrected.

By order of the Board Ma Sui Company Secretary Harbin, PRC, October 29, 2009

At the date of this announcement, directors of the Company are: Executive Directors: Mr. Gong Jing-kun, Mr. Zou Lei, Mr. Duan Hong-yi, Mr. Shang Zhong-fu and Mr. Wu Wei-zhang

Independent directors: Mr. Zhou Dao-jiong, Mr. Jia Cheng-bing, Ms. Li He-jun, Mr. Jiang Kui and Ms. Ding Xue-mei

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Form of proxy for use at the Special General Meeting

Number of share about this form(附注1)

H shares

I/We(附注2)

Address is

Hold this company’s share：H shares As HPEC shareholder ([this company]) ,now appoint(附注3) the chairman of the meeting/ as my/our proxy to attend for me at the Special General Meeting ([the Special General

Meeting])(and at any adjournment thereof)of the Company to be held at Conference Room, 14/F, Block B 39 Sandadongli Road, Xiangfang District. Harbin, Heilongjiang Province, the People’s Republic of China on Friday, December 11, 2009

at 9:00 a.m. to vote for resolutions according to below indication, and, if no such indication is given as my/our proxy thinks fit.

RESOLUTIONS		FOR	(附注4)	AGAINST(附注4)
AS ORDINARY RESOLUTIONS
1、Appoint Mr. GongJing-kun as executive director of the sixth session director meetingof the Company;
2、Appoint Mr. Zou Lei as executive director of the sixth session director meetingof the Company;
3、Appoint Mr. Duan Hong-yi as executive director of the sixth session director meetingof the Company;
4、Appoint Mr. Shang Zhong-fu as executive director of the sixth session director meeting of the
Company;;
5、Appoint Mr. Wu Wei-zhangas executive director of the sixth session director meetingof the Company;
6、Appoint Mr. Sun Chang-ji as independent director of the sixth session director meetingof the Company;
7、Appoint Mr. Jia Cheng-bing as independent director of the sixth session director meeting of the
Company;
8、Appoint Ms. Li He-jun as independent director of the sixth session director meetingof the Company;
9、Appoint Mr. Yu Bo as independent director of the fifth session director meetingof the Company;
10、Appoint Mr. Liu Deng-qing as independent director of the sixth session director meeting of the
Company;
11、Appoint Mr. Wang Zhi-sen as supervisors representing shareholder of the sixth session director
meetingof the Company;
12、Appoint Mr. Chen Guang as supervisors representing shareholder of the sixth session supervisor
meetingof the Company;
13、Appoint Mr.. Xu Er-ming as independent supervisors of the sixth session supervisor
meetingof the Company;
14、Remuneration of directors
15、Remuneration of supervisors
AS SPECIAL RESOLUTIONS
1、To authorize the Board of Directors of the Company to appoint any person to fill in a casual vacancy in
the Board of Directors or as an additional director, his term of office shall expire at the conclusion of the
next followingannualgeneral meetingof the Company;
2、To authorize the Board of Directors of the Company to determine the appointment of auditors and
authorize the Board of Directors of the Companyto fix their remuneration.
Date： 2009 Signature(附注5)：

NOTES：

1. .Please insert the number of ordinary shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to be related to all the shares of the Company registered in your name(s).

2. Full name(s) and address(es) must be inserted in BLOCK CAPITALS.

• 3 .If someone beyond the chairman of the meeting is appointed as proxy, please delete the words 「chairman of Meeting 」,then insert the name and address of proxy who is appointed by your proxy. if don’t fill the name(s),the chairman of the meeting will appoint as your proxy. Shareholder may appoint one or more proxy to attend and vote. The proxy is appointed couldn`t be shareholder of this Company. ANY ALTERATION MADE TO THIS FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

1. IMPORTANT: IF YOU WISH TO VOTE FOR ANY ONE OF THE RESOLUTIONS, PLEASE INDICATE WITH A TICK IN THE RELEVANT BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY OF THE RESOLUTIONS, PLEASE INDICATE WITH A TICK IN THE BOX MARKED “AGAINST”. Failure to indicate which way you wish your vote to be cast will entitle your proxy to cast your vote at his direction.

2. This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be

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under its seal or (as the case may be) legal person’s chop or under the hand of its director or an attorney duly authorized.

1. The appointed proxy would be appointed by consignor or the consignment letter he/she represent to sign.If the consignment letter be signed by consigner, this letter or other authorizes documents should be signed by notary . In order to be valid, this form of proxy, together with the duly notarized power of attorney or other document of authority (if any) under which is signed must be lodged at the registered office address or at the office address of the Company not less than 24 hours before the time appointed for holding the Shareholder Special Meeting.

2. Where there are joint holders of any share of the Company, any one of such persons may vote at the Extraordinary General Meeting, either personally or by proxy, in respect of such shares as if he was solely entitled thereto provided that if more than one of such joint holders be present at the meeting personally or by proxy, the person whose name stands first on the register of members in respect of such share shall alone be entitled to vote in respect thereof.

3. Completion and return of the form of proxy will not preclude a member from attending and voting in person at the Extraordinary General Meeting if he so wishes, in the event that he attends the Meeting, his form of proxy will be deemed to have been revoked.

4. Remuneration of directors and supervisors should be fixed according to the remuneration policies of the Company and the performance appraisal situation of directors and supervisors

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