BYD COMPANY LIMITED 
? ? ? ? ? ? ? ? ?
BYD COMPANY LIMITED(A joint stock company incorporated in the People?s Republic of China with limited liability)
Proxy form for holders of H Shares for use atthe Extraordinary General Meeting (the ?EGM?) or any adjournment thereofI/We (note 1) of (note 1) being the registered holders of (note 2) H shares in BYD COMPANY LIMITED (the ?Company?), HEREBY APPOINT (note 3) the Chairman of the meeting, or of or failing him of
as my/our proxy to attend and act for me/us at the Extraordinary General Meeting of the Company (or any adjournment thereof) to be held on Friday, 9 September 2011 at 10 a.m. at the Conference Room, No. 3009, BYD Road, Pingshan, Shenzhen, the People?s Republic of China and to vote at such meeting in respect of the resolutions as hereunder indicated, or if no such indication is given, as my/our proxy thinks fit.
Ordinary Resolutions | For (note 4) | Against (note 4) |
1. To consider and approve the appointment of Mr. Li Lian-he as an independent non-executive director of the Company with effect from 9 September 2011 to 10 June 2014 and to fix his remuneration at RMB150,000 per annum. 2. To consider and approve the appointment of Ernst & Young Hua Ming as the Company?s PRC auditors for the year ending 31 December 2011 and to authorise the Board to determine their remuneration. |
Date: Signature(s) (note 5):
Notes:
1. Please insert full name(s) and address(es) in block capitals.
2. Please indicate clearly the number of H shares in the Company registered in your name(s) in respect of which the proxy is so appointed. If no such number is inserted, the proxy will be deemed to be appointed in respect of all the H shares in the Company registered in your name(s). 3. Where the proxy appointed is not the Chairman of the meeting, please cross out ?the Chairman of the meeting?, and fill in the name(s) and address(es) of the proxy in the space provided. Each shareholder is entitled to appoint one or more than one proxy to attend and vote at the meeting on his behalf. The proxy needs not be a member of the Company. The person who signs this proxy form shall initial against any alteration in it. 4. Important: if you wish to vote for any resolution, tick in the box marked ?For?. If you wish to vote against any resolution, tick in the box marked ?Against?. Failure to tick any box will entitle your proxy to cast your vote at his discretion. 5. This form of proxy must be signed by you or your attorney duly authorised in writing (in this case, the power of attorney must be notarially certified) or, in the case of a corporation or institution, either under the corporate seal or under the hand of the chairman of its board of directors or attorney duly authorised in writing. 6. To be valid, this proxy form and, if such proxy form is signed by a person under a power of attorney or other authority on behalf of the appointor, a notarially certified copy of that power of attorney or other authority (if applicable), must be deposited for the holders of H Shares of the Company at the following address of Computershare Hong Kong Investor Services Limited not less than 24 hours before the time appointed for the holding of the meeting. Computershare Hong Kong Investor Services Limited?s address is: 17M Floor, Hopewell Centre 183 Queen?s Road East Wanchai Hong Kong 7. Any alteration made to this proxy form must be initialled by the person(s) who sign it.
