FSImultiform 1..45



(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 985)


FORM OF PROXY FOR USE AT THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON MONDAY, 16 MAY 2016 AT 10 : 00 A.M.

(or any adjournment thereof)


I/We(1) of being the registered holder(s) of (2) share(s) of HK$0.10 each (the ''Shares'') in the capital of the CST Mining Group Limited (the ''Company''), hereby appoint the Chairman of the Meeting (as defined below), or (3)

of as my/our proxy/proxies to attend and vote for me/us and on my/our behalf at the extraordinary general meeting of the Company to be held at Boardroom 6, Mezzanine Floor, Renaissance Harbour View Hotel, 1 Harbour Road, Wanchai, Hong Kong, Hong Kong on Monday, 16 May 2016 at 10 : 00 a.m. or at any adjournment thereof (the ''Meeting'') in respect of the resolutions proposed in the notice of the Meeting dated 21 April 2016 as indicated below and on any other business that may properly be put before the Meeting or any adjournment thereof, and, if no such indication is given, as my/our proxy/proxies thinks/think fit:


ORDINARY RESOLUTIONS

For(4)

Against(4)

1.

To approve the increase in authorized share capital of the Company from HK$5,000,000,000 divided into 50,000,000,000 Shares to HK$10,000,000,000 divided into 100,000,000,000 Shares.

2.

To grant the specific mandate to the directors of the Company to allot and issue up to 23,400,000,000 new Shares at the placing price of HK$0.10 per placing share.

3.

To approve, ratify and confirm the subscription agreement dated 15 March 2016 and entered into between (i) the Company; and (ii) Mr. Chen Weixing (as detailed in the circular of the Company date 21 April 2016) and all transactions contemplated thereunder.

SPECIAL RESOLUTION

4.

Subject to the approval of the Registrar of Companies in Cayman Islands, to change the English name of the Company to ''NetMind Financial Holdings Limited'' and to adopt

a dual foreign name of the Company in Chinese as ''網智金控集團有限公司''.



Date: Signature (5):


Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holder should be stated.

  2. Please insert the number of Shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all Shares registered in your name(s).

  3. If you wish to appoint a proxy or proxies other than the Chairman of the Meeting, please strike out ''the Chairman of the Meeting (as defined below), or'' and insert the name and address of the person(s) you wish to appoint in the space provided. If no name is inserted, the Chairman of the Meeting will act as your proxy. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. A proxy needs not be a member of the Company but must attend the Meeting in person to represent you. Please note that according to the articles of association of the Company, no member of the Company may appoint more than two proxies to attend and vote at a general meeting of the Company (other than HKSCC Nominees Limited or its successor thereto who may appoint more than two proxies).

  4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK (H) THE APPROPRIATE BOX MARKED ''FOR''. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK (H) THE APPROPRIATE BOX MARKED ''AGAINST''. Failure to tick either box or write the number of votes in the box in respect of a resolutions will entitle your proxy/proxies to cast your votes at his/her/their discretion or to abstain from voting. Your proxy/proxies will also be entitled to vote at his/her/their discretion or to abstain from voting on any resolution properly put before the Meeting other than those referred to above.

  5. The form of proxy must be signed by you or your attorney duly authorized in writing. In the case of a corporation, this form must be executed either under seal or under the hand of an officer or attorney duly authorized in writing.

  6. In the case of joint registered holders, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of the other joint holder(s) and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of joint holding.

  7. 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 thereof must be deposited at the Company's branch share registrar in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for the Meeting or any adjournment thereof.

  8. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting if you so wish and in such event, this form of proxy shall be deemed to be revoked.

CST Mining Group Ltd. issued this content on 20 April 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 20 April 2016 11:20:24 UTC

Original Document: http://file.irasia.com/listco/hk/cstmining/circulars/c160420a.pdf