Hong Kong Exchanges and Clearing : FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING

FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING

				The number and class of Shares relating to this form of proxy (Note 1)
I/We(Note 2)
of
being the registered shareholders(s) of			Domestic Shares/H Shares (Note 3) of Huadian Fuxin Energy

Corporation Limited (the "Company"), hereby appoint the chairman of the meeting, or (Note 4 )

of

as my/our proxy to attend and vote for me/us and on my/our behalf at the extraordinary general meeting of the Company (the "EGM") to be held at 9:00 a.m. on 11 October 2019 at Conference Room, 5/F, Huabin International Hotel Beijing, No. 4 Xuanwumennei Street, Xicheng District, Beijing, the People's Republic of China (the "PRC") in respect of the resolution set out in the notice of the EGM. In the absence of any indication, the proxy may vote at his/her own discretion.

Ordinary Resolution

For (Note 5)

Against (Note 5)

1. To consider and approve the entering into of the continuing connected transactions (including the proposed annual caps) in respect of the deposit services under the Financial Services Framework Agreement for the Year 2020 to 2022

Date:

2019

Signature (Note 6) :

Notes:

Important: You should first review the Company's circular dated 23 August 2019 (the "Circular") before appointing a proxy. Unless otherwise defined herein, the capitalized terms used shall have the same meanings as defined in the Circular.

1. Please insert the number and class of Shares registered in your name(s) relating to this form of proxy. If the number and class are inserted, this form of proxy will be deemed to relate only to those Shares. If no number and class are inserted, the form of proxy will be deemed to relate to all Shares of the Company registered in your name(s).
2. Please insert the full name(s) (in Chinese or English) and registered address(es) as shown on the register of members of the Company in BLOCK letters.
3. Please insert the number of Shares registered in your name(s) and select the class of Shares (delete as appropriate). If no number and class of Shares are inserted, this form of proxy will be deemed to relate to all Shares in the capital of the Company registered in your name(s).
4. If any proxy other than the chairman of the meeting of the Company is preferred, please cross out the words "THE CHAIRMAN OF THE MEETING, OR" and insert the name(s) and address(es) of the proxy(ies) desired in the spaces provided. A shareholder of the Company (the "Shareholder") may appoint one or more proxies to attend and vote on his/her behalf. A proxy need not be a Shareholder. ANY
   ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
5. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "FOR" OR INSERT THE RELEVANT NUMBER OF SHARES. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "AGAINST" OR INSERT THE RELEVANT NUMBER OF SHARES. If no direction is given, your proxy may vote at his/her own discretion.
6. This form of proxy must be signed by you, or your attorney duly authorised in writing or, in the case of a legal person, must be either executed under its common seal or under the hand of its directors or attorney duly authorised.
7. In case of any joint holders of Shares, only the joint holder whose name appears first in the register of members is entitled to receive the share certificates of relevant Shares and the Company's notices, and to attend and exercise all voting rights of such Shares at a general meeting of the Company. Any notice delivered to that person shall be deemed as having been delivered to all joint holders of the relevant Shares.
8. If the form of proxy is signed by another person under a power of attorney or other authorisation documents given by the appointer, such power of attorney or other authorisation documents shall be notarised. The form of proxy and the notarised power of attorney or other authorisation documents must be lodged with the Company's H Share Registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for H Shareholders) or the Board office of the Company in the PRC at Room 919, Building B, Huadian Plaza, No. 2 Xuanwumennei Street, Xicheng District, Beijing, the PRC (for Domestic Shareholders) not less than 24 hours (i.e. before 9:00 a.m. on 10 October 2019) before the time fixed for holding the EGM.
9. The EGM is expected to take less than half a day. Shareholders who attend the EGM shall be responsible for their own travel and accommodation expenses. Shareholders or their proxy(ies) shall show proof of their identities when attending the EGM.