Morgan Stanley Asia Limited

摩根士丹利亞洲有限公司

Level 46

International Commerce Centre 1 Austin Road West

Kowloon, Hong Kong 香港九龍柯士甸道西一號 環球貿易廣場四十六樓

tel 電話 (852) 2848 5200

fax 傳真 (852) 2239 7805

25 March 2017

The Board of Directors

Yingde Gases Group Company Limited Room 3212-13, 32/F

Tower Two, Times Square, Causeway Bay Hong Kong

Dear Sirs,

Company: Yingde Gases Group Company Limited (the "Company") Stock Code: 2168 Subject: Offeree board circular in response to the offer document relating to the voluntary conditional cash offers by PAGAC II-2 Limited for the Company (the "Response Document")

We refer to the Response Document issued by the Company to its shareholders and optionholders dated 25 March 2017. Terms used herein shall have the same meanings as those defined in the Response Document unless the context otherwise requires.

We hereby give, and confirm that we have not withdrawn, our consent to the issue of the Response Document with the inclusion therein of (i) our letter of the same date as the Response Document addressed to the Company; and (iii) the references to our name and qualification, in the form and context in which they are respectively included therein.

Yours faithfully, For and on behalf of

MORGAN STANLEY ASIA LIMITED

Name: Mark Schwille Title: Managing Director

Yingde Gases Group Co. Ltd. published this content on 27 March 2017 and is solely responsible for the information contained herein.
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