BEIJING GAS BLUE SKY HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 6828)

SPECIAL GENERAL MEETING - PROXY FORM

*I/We,

of

(Address)

being* a member/members of BEIJING GAS BLUE SKY HOLDINGS LIMITED (the ''Company'') hereby appoint:

Name

Address

Proportion of shareholding

Number of shares

%

and/or (delete as appropriate)

Name

Address

Proportion of shareholding

Number of shares

%

or failing which, the Chairman of the special general meeting (the ''SGM''), as *my/our proxy/proxies to vote for *me/us on *my/our behalf at the SGM to be convened on Wednesday, 5 May 2021 at 11:00 a.m. (Hong Kong time), at Room 1210, 12/F, New World Tower I, 16-18 Queen's Road Central, Hong Kong and at any adjournment thereof. *I/We direct *my/our proxy/proxies to vote for or against the resolutions to be proposed at the SGM as indicated hereunder. If no specific direction as to voting is given, the *proxy/proxies will vote or abstain from voting at *his/her/their discretion, as *he/ she/they will on any other matter arising at the SGM.

Ordinary Resolutions

Number of

Number of

votes for (Note 4)

votes against (Note 4)

1. (a) To approve, confirm and ratify the master agreement dated 25 February 2021 (the ''Master Agreement'') entered into between 北京市燃氣集團有限責任公司 (Beijing Gas Group Co., Ltd.*, ''BGGCL'', being the ultimate holding company of Beijing Gas Company Limited which is the controlling shareholder of the Company) and the Company, pursuant to which BGGCL (or its designated subsidiaries or associates) agreed to sell and the Company (or its designated subsidiaries or associates) agreed to purchase LNG for a term of a period commencing from 25 February 2021 to 31 December 2023 (both days inclusive), and all transactions contemplated thereunder and in connection therewith and any other ancillary documents;

    1. To approve the annual caps of the transactions contemplated under the Master Agreement for each of the three financial years ending 31 December 2021, 2022 and 2023; and
    2. To authorise any one director of the Company to sign and to do all such acts, matters and things and take all such steps as he may in his discretion consider necessary, expedient or desirable to implement and/or give effect to the Master Agreement and the transactions contemplated thereunder.
  • full text of the above resolutions is set out in the notice of SGM dated 14 April 2021.

Note:

  1. If you wish to exercise all your votes ''For'' or ''Against'', please indicate with a tick within the box provided. Alternatively, please indicate the number of votes as appropriate.

Dated this

day of

2021.

Total number of shares

Number of shares

In Register of Members

Signature(s) of Member(s)/Common Seal * Delete as appropriate

IMPORTANT: PLEASE READ NOTES BEFORE COMPLETING THIS PROXY FORM

Notes:

  1. Where a member appoints more than one (1) proxy, he/she should specify the proportion of his/her shareholding (expressed as a percentage of the whole) to be represented by each proxy and if no percentage is specified, the first named proxy shall be treated as representing 100% of the shareholding and the second named proxy shall be deemed to be an alternate to the first named.
  2. A proxy need not be a member of the Company.
  3. Please insert the total number of shares held by you. If no number is inserted, this form of proxy will be deemed to relate to all the shares held by you.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION SET OUT ABOVE, PLEASE TICK (''✓'') THE BOX MARKED ''FOR''. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK (''✓'') THE BOX) MARKED ''AGAINST''. IF YOU WISH TO USE LESS THAN ALL YOUR VOTES, OR TO CAST SOME OF YOUR VOTES ''FOR'' AND SOME OF YOUR VOTES ''AGAINST'' THE RESOLUTION, YOU MUST WRITE THE NUMBER OF VOTES IN THE RELEVANT BOX(ES). Failure to tick either box or write the number of votes in the box in respect of a resolution will entitle your proxy to cast your vote in respect of that resolution at his/her discretion or abstain from voting.
  5. The instrument appointing a proxy or proxies together with the power of attorney or other authority (if any) under which it is signed, or a certified copy of such power or authority, must be lodged at the office of the Company's branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong, not less than forty- eight (48) hours before the time appointed for holding the SGM or any adjourned meeting thereof (as the case may be).
  6. The instrument appointing a proxy or proxies must be under the hand of the appointor or by his/her attorney duly authorised in writing. Where the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under its common seal or under the hand of its attorney or a duly authorised officer.
  7. Where an instrument appointing a proxy or proxies is signed on behalf of the appointor by an attorney, the letter or power of attorney or a duly certified copy thereof must (failing previous registration with the Company) be lodged with the instrument of proxy, failing which the instrument may be treated as invalid.
  8. A corporation which is a shareholder of the Company may, in accordance with bye-law 83 of the Company, authorise by resolution of its directors or other governing body such person as it thinks fit to act as its representative at the SGM.
  9. The Company shall be entitled to reject the instrument appointing a proxy or proxies, if it is incomplete, improperly completed, illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified on the instrument appointing a proxy or proxies.
  10. Where there are joint registered members of any share, any one of such persons may vote at the meeting, either personally or by proxy, in respect of such share as if he/she was solely entitled thereto, but if more than one of such joint members is present at the meeting, personally or by proxy, that one of the said persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

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Beijing Gas Blue Sky Holdings Ltd. published this content on 14 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 April 2021 00:04:03 UTC.