Kangda International Environmentl : 【2018-04-24】Proxy Forms FORM OF PROXY FOR USE AT ANNUAL GENERAL MEETING TO BE HELD ON THURSDAY, 14 JUNE 2018

KANGDA INTERNATIONAL ENVIRONMENTAL COMPANY LIMITED 康 達 國 際 環 保 有 限 公 司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 6136)

FORM OF PROXY FOR USE AT ANNUAL GENERAL MEETING

TO BE HELD ON THURSDAY, 14 JUNE 2018

I/We (Name)

(Block capitals, please) of (Address)

being the holder(s) of

(see Note 1) shares of HK$0.01 each in the capital of Kangda International Environmental

ORDINARY RESOLUTIONS

(see Note 3)

• 1. To receive, consider and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors and independent auditors of

• the Company for the year ended 31 December 2017.

• 2. To declare and pay a final dividend of RMB2.0 cents per share of the Company for the year ended 31 December 2017 out of the share premium account to the shareholders whose names appear on the register of members of the Company on 25 June 2018.

• 3. (a) To re-elect the following persons as directors of the Company:

  (i) (ii)Mr. Zhao Juanxian (alias, Zhao Junxian) as an executive director. Ms. Liu Zhiwei as an executive director.

  (iii) Mr. Wang Tianci as an executive director.

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

• 4. To re-appoint Ernst & Young as auditors of the Company and authorise the board of directors of the Company to fix its remuneration.

• 5. (A) To consider and if thought fit, give a general mandate to the directors of the

Company to allot, issue and deal with new shares not exceeding 20% of the number of issued shares of the Company.

(B) To consider and if thought fit, give a general mandate to the directors of the

Company to repurchase shares not exceeding 10% of the number of issued shares of the Company.

(C) To consider and if thought fit, extend the authority given to the directors of the

Company pursuant to ordinary resolution no. 5(A) to issue shares by adding to the issued share capital of the Company the number of shares repurchased under ordinary resolution no. 5(B).

Dated this

day of

, 2018

Signature(s)

(see Note 5)

Notes:

• 1. 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 the shares in the capital of the Company registered in your name(s).

• 2. A member may appoint more than one proxy of his/her own choice. If such an appointment is made, strike out the words ''the chairman of the meeting'', and insert the name(s) of the person(s) appointed as proxy in space provided. Any alteration made to this form of proxy must be initialled by the person who signs it.

• 3. 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.

• 4. If the appointor is a corporation, this form must be under common seal or under the hand of an officer, attorney, or other person duly authorised on that behalf.

• 5. 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 in respect of such share shall alone be entitled to vote in respect thereof.

• 6. To be valid, this form of proxy must be completed, signed and 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, 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 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.

• 7. A proxy need not be a shareholder of the Company.