Xizang Zhihui Mining Co., Ltd. — Proxy Solicitation & Information Statement 2021

Apr 12, 2021

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

(Stock Code: 1133)

FORM OF PROXY FOR USE AT THE H SHARES CLASS MEETING

Number of shares relevant to this form:[(note 1) ] H shares I/We[(note 2)] of holding H shares of Harbin Electric Company Limited (the “ Company ”) and being a shareholder of the Company, hereby appoint[(note 3)] the chairperson of the meeting/ as my/our proxy to attend for me/us the H shares class meeting (the “ H Shares Class Meeting ”) (or at any adjournment thereof) of the Company to be held at the conference room of the Company at 1399 Chuangxinyi Road, Songbei District, Harbin, Heilongjiang Province, the PRC on Wednesday, 26 May 2021 at 9:30 a.m. to vote on the resolution to be proposed at the H Shares Class Meeting as indicated below, and if no such indication is given, as my/our proxy thinks fit.

SPECIAL RESOLUTIONS	SPECIAL RESOLUTIONS	SPECIAL RESOLUTIONS	FOR(note 4)	AGAINST(note 4)	AGAINST(note 4)
1	To authorize the board of directors of the Company to repurchase, on one or more occasions, as it deems appropriate and through The Stock Exchange of Hong Kong Limited, H shares of a total number not exceeding 10% of the total number of the Company’s issued H shares as at the date of the passing of this resolution. The authorization will be valid from the date of the passing of this resolution (i) for a period of 12 months, or (ii) until the conclusion of the first annual general meeting after the passing of this resolution, or (iii) until the revocation or alteration of this resolution through a special resolution by the Shareholders at a general meeting, or by the H Shareholders or the Domestic Shareholders at their respective class meetings, whichever is the earliest;
		tal number of the Company’s issued H shares as at the date of this resolution. The authorization will be valid from the
		ssing of this resolution (i) for a period of 12 months, or (ii) lusion of the first annual general meeting after the passing of , or (iii) until the revocation or alteration of this resolution ial resolution by the Shareholders at a general meeting, or by lders or the Domestic Shareholders at their respective class chever is the earliest;
2	If the above r implemented, to make neces of Associatio Company’s sh repurchase.	esolution in relation to repurchase of H shares is passed and the board of directors of the Company shall be authorized sary amendments to article 16 and article 17 of the Articles n of the Company, so as to reflect the alterations of the are capital structure and registered capital arising from the
		appropriate

• Delete whichever is inappropriate

Date:

Signature[(note 5)] :

2021

NOTES:

1. Please insert the number of shares registered in your name(s) to which this form of proxy is related. 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 you wish to appoint a proxy other than the chairperson of the meeting, you must delete the words “the chairperson of the meeting” and insert the name(s) and address(es) of the one or more proxies desired in the space provided. If it is left blank, the chairperson of the meeting shall act as your proxy. A member is entitled to appoint one or more proxies to attend and vote at the meeting. The proxy or proxies appointed need not be a member of the Company. Any alteration made to this form of proxy must be initialled by the person who signs it.

4. Important: if you wish to vote for any one of the resolutions, please indicate with a “ ✓ ” in the box marked “FOR”. if you wish to vote against any one of the resolutions, please indicate with a “ 7 ” 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 or her discretion. Your proxy or proxies will be entitled to vote at his or her discretion on any resolution properly put to the H Share Class Meeting or any adjournment thereof other than those referred to in the notice convening such meeting.

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

6. A proxy shall be appointed by a written instrument signed by the appointor or its attorney. If this form of proxy is signed by the attorney of the appointor, the power of attorney or other document(s) of authority should be notarised. In order to be valid, this form of proxy, together with the duly notarised power of attorney or other document of authority under which it is signed must be lodged with the Company’s Share registrar in Hong Kong, Hong Kong Registrars Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, no later than 24 hours before the time appointed for holding the H Shares Class Meeting or no later than 24 hours before the time appointed for taking the poll.

7. Where there are joint holders of any shares of the Company, any one of such persons may vote at the H Shares Class Meeting, either personally or by proxy, in respect of such shares as if he/she were solely entitled thereto. If more than one of such joint holders are present at the meeting personally or by proxy, the person whose name stands first on the register of members in respect of such shares shall alone be entitled to vote in respect thereof.

8. Completion and return of this form of proxy will not preclude you from attending and voting in person at the H Shares Class Meeting or at any adjournment thereof if you so wish. In the event that the member attends the meeting, his/her form of proxy will be deemed to have been revoked.