DENWAY MOTORS LIMITED
(Incorporated in Hong Kong with limited liability)
(Stock Code: 203)
Proxy form for use at the annual general meeting to be held on Wednesday, 6th June 2007
I/We (note 1)
of
being the registered holder(s) of shares (note 2) of HK$0.10 each
in the capital of DENWAY MOTORS LIMITED (“the Company”) HEREBY APPOINT THE CHAIRMAN
OF THE MEETING or (note 3)
of
as my/our proxy to attend and vote for me/us at the annual general meeting of the Company to be held at Salon I-III,
Level 3, JW Marriott Hotel (Hong Kong) Pacific Place, 88 Queensway, Hong Kong on Wednesday, the 6th day of
June 2007 at 3:00 p.m. (and at any adjournment thereof) as indicated below (note 4).
FOR AGAINST

(Note 4) (Note 4)
1. To receive and consider the audited accounts and the reports of the directors
and auditors for the year ended 31st December, 2006.
2. To declare a final dividend.
3. (i) To re-elect Mr. ZHANG Fangyou as director.
(ii) To re-elect Mr. ZENG Qinghong as director.
(iii) To re-elect Mr. CHEUNG Doi Shu as director.
(iv) To authorise the board of directors to fix the remuneration of the
directors.
4. To re-appoint auditors and to authorise the board of directors to fix the
remuneration of auditors.
5. Ordinary Resolution in item 5 of the notice of annual general meeting (To
grant a general mandate to repurchase shares of the Company).
6. Ordinary Resolution in item 6 of the notice of annual general meeting (To
grant a general mandate to issue new shares of the Company).
7. Ordinary Resolution in item 7 of the notice of annual general meeting (To
extend the general mandate to issue new shares of the Company).
Shareholder’s
Dated the day of 2007 signature (Note 5)
Notes:–
1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
2. Please insert the number of shares of HK$0.10 each registered in your name(s). If no number is inserted, the proxy form will be
deemed to relate to all the shares of the Company registered in your name(s).
3. If any proxy other than the Chairman is preferred, strike out “THE CHAIRMAN OF THE MEETING or” and insert the name
and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE
INITIALLED BY THE PERSON WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK THE BOX MARKED “FOR” BESIDE THE
APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK THE BOX MARKED

“AGAINST” BESIDE THE APPROPRIATE RESOLUTION. Failure to complete any or all boxes will entitle your proxy to
cast his votes on the relevant resolutions at his discretion. Your proxy will also be entitled to vote at his discretion on any
resolution properly put to the meeting other than those referred to in the notice convening the meeting.
5. This proxy form must be signed by you or your attorney duly authorized in writing or, in the case of a corporation this proxy form
must be under its common seal or under the hand of an officer or attorney duly authorized.
6. Where there are joint registered holders of any share, any one of such persons may vote at any meeting, either personally or by
proxy, in respect of such shares as if he was solely entitled thereto; but if more than one of such joint holders be present at any
meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members in
respect of such shares shall alone be entitled to vote in respect thereof.
7. To be valid, the proxy form together with any power of attorney or other authority (if any) under which it is signed or notarially
certified copy of such power or authority must be deposited at the Company’s Registrars, Abacus Share Registrars Limited, 26th
Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding
the meeting or any adjournment thereof.
8. A member of the Company entitled to attend and vote at the above meeting is entitled to appoint one or more proxies to attend
and vote instead of him. A proxy need not be a member of the Company but must attend the meeting in person to represent you.
9. Completion and deposit of the proxy form will not preclude you from attending and voting at the meeting if you so wish.