CHINA RONGSHENG HEAVY INDUSTRIES GROUP HOLDINGS LIMITED

中 國 熔 盛 重 工 集 團 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 01101)

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING

I/We (note 1)

of being the registered holder(s) of (note 2) ordinary shares of a nominal value of HK$0.10 each in the share capital of China Rongsheng Heavy Industries Group Holdings Limited (the

''Company'') HEREBY APPOINT (note 3) the Chairman of the meeting or

of as my/our proxy(ies) to act for me/us at the extraordinary general meeting of the Company to be held at Plaza 4, Lower Lobby, Novotel Century Hong Kong, 238 Jaffe Road, Wanchai, Hong Kong on Monday, 16 June 2014 at 9 : 30 a.m. (or at any adjournment thereof) (the ''EGM'') to vote for me/us in respect of the resolution as hereunder indicated or, if no such indication is given, at the discretion of my/our proxy(ies).

ORDINARY RESOLUTIONS FOR (note 4) AGAINST (note 4)

1.

2.

Date: day of 2014 Signature(s) (note 5):

Notes:
1. Please insert full name(s) and address(es) 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 registered in your name(s).
3. A proxy need not be a member of the Company. If you wish to appoint any person other than the Chairman of the meeting as your proxy, please delete the words ''the Chairman of the meeting or'' and insert the name and address of the person appointed proxy in the space provided.
4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK IN THE BOX MARKED ''FOR''. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK IN THE BOX MARKED ''AGAINST''. Failure to tick either box will entitle your proxy(ies) to cast his/their vote(s) or abstain from voting at his/ their discretion. A proxy will also be entitled to vote at his discretion or abstain from voting on any resolution properly put to the meeting other than those set out in the notice of EGM.
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 either under seal or under the hand of an officer or attorney duly authorised.
6. To be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy of that power or authority), must be deposited at the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not less than 48 hours before the time appointed for the holding of the EGM.
7. Where there is joint holding of any share(s), any joint holder may vote at the EGM, either personally or by proxy, in respect of such share(s) as if he were solely entitled thereto; but if more than one of such joint holders be present at the EGM personally or by proxy, that one of the joint holders so present whose name stands first on the register of members of the Company in respect of such share(s) will alone be entitled to vote in respect thereof.
8. Any alteration made to this form should be initialed by the person who signs the form.
9. Completion and deposit of this form of proxy will not preclude you from attending and voting at the EGM should you so wish.

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