SPT Energy : SUPPLEMENTAL PROXY FORM FOR USE AT ANNUAL GENERAL MEETING 2018-05-24

SPT Energy Group Inc.

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(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1251)

SUPPLEMENTAL PROXY FORM FOR USE AT ANNUAL GENERAL MEETING

I/We(Note 1)

of(Note 1)

being the registered holder(s) of(Note 2) shares of US$0.0001 each in the capital of SPT Energy Group Inc. (the "Company") hereby appoint(Note 3)

of(Note 3)

or failing him/her, the chairman of the annual general meeting (the "Annual General Meeting") as my/our proxy to attend and vote for me/us and on my/our behalf at the Annual General Meeting to be held at Monaco Room, Basement 1, Regal Hong Kong Hotel, 88 Yee Wo Street, Causeway Bay, Hong Kong on 12 June 2018 (Tuesday) at 10:00 a.m., and at any adjournment thereof for the purpose of considering and, if thought fit, passing with or without modification, the resolutions as set out in the notice of the Annual General Meeting and to vote on my/our behalf as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit. My/our proxy will also be entitled to vote on any matters properly put to the Annual General Meeting in such manner as he/she thinks fit.

For(Note 4)

Against(Note 4)Ordinary Resolutions

• 1 To consider, receive and adopt the audited consolidated financial statements of the Company and the reports of the directors and auditor for the year ended 31 December 2017.

  2 (a) To re-elect the following persons as directors of the Company:

  • (i) Mr. Lin Yang as non-executive director;

  • (ii) Ms. Zhang Yujuan as independent non-executive director;

  • (iii) Mr. Wu Kwok Keung Andrew as independent non-executive director;

  • (b) To authorise the board of directors of the Company to fix the remuneration of the directors.

• 3 To re-appoint PricewaterhouseCoopers as auditor of the Company and authorise the board of directors of the Company to fix their remuneration.

  4

  • (A) To give a general mandate to the directors to allot, issue and deal with additional shares not exceeding 20% of the issued share capital of the Company.

  • (B) To give a general mandate to the directors to repurchase shares not exceeding 10% of the issued share capital of the Company.

  • (C) Conditional upon passing of ordinary resolutions number 4(A) and 4(B), to extend the authority given to the directors pursuant to ordinary resolution no. 4(A) to issue shares by adding to the aggregate nominal amount of the issued share capital of the Company which may be allotted by the directors of the Company pursuant to such general mandate of an amount representing the number of shares repurchased under ordinary resolution No. 4(B).

• 5 To refresh the scheme mandate limit up to 10% of the issued share capital of the Company.

6

• (a) To increase the authorised share capital of the Company from US$200,000 divided into 2,000,000,000 shares of US$0.0001 each to US$500,000 divided into 5,000,000,000 Share by the creation of an additional 3,000,000,000 new shares; and

• (b) To authorise any one director to do all such acts and things and execute all such documents to give effect to the increase in authorised share capital.

Date this day of

, 2018

Signature(s)

(Notes 5 & 6)

Notes:

1.	Full name(s) and address(es) shall be inserted in BLOCK CAPITALS.
2.	Please insert the number of shares registered in your name(s) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all shares in
the capital of the Company registered in your name(s).
3.	Full name(s) and address(es) shall be inserted in BLOCK CAPITALS. If not completed, the chairman of Annual General Meeting will act as your proxy.
4.	IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE BOX MARKED "For". IF YOU WISH TO VOTE AGAINST ANY RESOLUTION,
PLEASE TICK THE BOX MARKED "Against". Failure to tick a box will entitle your proxy to cast your vote at his/her discretion. Your proxy will also be entitled to vote at his/her
discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.
5.	If the appointor is a corporation, this form must be executed under common seal or under the hand of an officer, attorney, or other person duly authorised on that behalf.
6.	In the case of joint holders, the signature of any one holder will be sufficient but the names of all the joint holders should be stated. Where there are joint holders of any share of the
Company, any one of such joint holders may vote at the meeting, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one
of such joint holders be present at the meeting, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint
holders, and for this purpose, seniority shall be determined as that one of the said persons so present whose name stands first on the register of shareholders in respect of such share
shall alone be entitled to vote in respect thereof.
7.	To be valid, this form of proxy must be completed, signed and deposited at the Hong Kong share registrar of the Company, Computershare Hong Kong Investor Services Limited, at
17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (the "Share Registrar"), together with the power of attorney or other authority (if any) under which it is
signed (or a notarially certified copy thereof), not less than 48 hours before the time for holding the meeting (the "Closing Time"). The completion and return of the form of proxy
shall not preclude shareholders of the Company from attending and voting in person at the above meeting (or any adjourned meeting thereof) if they so wish.
8.	A proxy need not be a shareholder of the Company.
9.	IMPORTANT: A SHAREHOLDER WHO HAS ALREADY LODGED THE FORM OF PROXY ("ORIGINAL PROXY FORM") WHICH WAS SENT TOGETHER WITH THE
CIRCULAR DATED 27 APRIL 2018 CONTAINING THE NOTICE OF THE ANNUAL GENERAL MEETING, SHOULD NOTE THAT:
*

for identification purpose only

• (i) If no supplemental proxy form ("Supplemental Proxy Form") is lodged with the Share Registrar, the Original Proxy Form, if correctly completed, will be treated as a valid proxy form lodged by the shareholder of the Company. The proxy so appointed by the shareholder will be entitled to vote in accordance with the instructions previously given by the shareholder or at his/her discretion (if no such instructions are given) on any resolution properly put to the Annual General Meeting, including the additional resolution set out in the supplemental notice of the Annual General Meeting.

• (ii) If the Supplemental Proxy Form is lodged with the Share Registrar before the Closing Time, the Supplemental Proxy Form, if correctly completed, will revoke and supersede the Original Proxy Form previously lodged by it/him/her. The Supplemental Proxy Form will be treated as a valid proxy form lodged by the shareholder of the Company.

• (iii) If the Supplemental Proxy Form is lodged with the Share Registrar after the Closing Time, or if lodged before the Closing Time but is incorrectly completed, the proxy appointment under the Supplemental Proxy Form will be invalid. The proxy so appointed by a shareholder of the Company under the Original Proxy Form, if correctly completed, will be entitled to vote in the manner as mentioned in (i) above as if no Supplemental Proxy Form was lodged with the Share Registrar. Accordingly, the shareholders of the Company are advised to complete the Supplemental Proxy Form carefully and lodge the Supplemental Proxy Form with the Share Registrar before the Closing Time.