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Barramundi Group

Proxy Solicitation & Information Statement Dec 27, 2022

8174_rns_2022-12-27_a777139d-7910-4b1f-9f08-a360c6b2c0a8.pdf

Proxy Solicitation & Information Statement

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BARRAMUNDI GROUP LTD. (Incorporated in the Republic of Singapore) Company Reg. No. 200722778K

(the "Company")

P R O X Y F O R M

I/We, (Name) *(NRIC/Passport/Co. Registration
No.) ____ of _______(Address)
being * shareholder/shareholders of the Company, hereby appoint, (Name)
*(NRIC/Passport/Co. Registration No.) ____ of ________

________________________(Address) or failing him/her, the Chairman of the Meeting, as *my/our proxy to vote for *me/us on *my/our behalf at the Extraordinary General Meeting ("EGM") of the Company to be held by way of electronic means on 10 January 2023 at 4.00 pm (SGT)/ 9.00 am (CET) and at any adjournment thereof.

( #Voting will be conducted by poll. If you wish the Chairman of the Meeting as your proxy to cast all your votes for or against a resolution to be proposed at the EGM, please indicate with a "√" in the space provided under "For" or "Against". If you wish the Chairman of the Meeting as your proxy to abstain from voting on a resolution to be proposed at the EGM, please indicate with a "√" in the space provided under "Abstain". Alternatively, please indicate the number of shares that the Chairman of the Meeting as your proxy is directed to vote "For" and "Against" or to abstain from voting. In the absence of specific directions, the appointment of the Chairman of the Meeting as your proxy will be treated as invalid.)

Special Business (should this be ordinary business instead?)

No. Ordinary resolutions For Against Abstain
1. Approval of sale of 75% ownership of business including the intercompany
loan of the Company's Australian subsidiaries, Marine Produce Australia Pty
Ltd and its group companies

Dated this _____ day of ______________ 2022 / 2023

Total Number of Shares Held:

Signature of Shareholder(s)

PLEASE READ THE FOLLOWING NOTES BEFORE COMPLETING THIS PROXY FORM

Notes:

    1. Please insert the total number of shares held by you. If no number is inserted, the instrument appointing a proxy or proxies shall be deemed to relate to all the shares held by you.
    1. A shareholder will not be able to vote through the live webcast and live audio-only stream and voting is only through submission of proxy form. If a shareholder (whether individual or corporate) wishes to exercise his/her/it voting rights at the EGM, he/she/it must appoint the Chairman of the Meeting as his/her/its proxy to vote on his/her/its behalf at the EGM. In appointing the Chairman of the Meeting as proxy, a shareholder (whether individual or corporate) must give specific instructions as to voting, or abstentions from voting, in the proxy form, failing which the appointment of the Chairman of the Meeting as proxy for that resolution will be treated as invalid.
    1. The Chairman of the Meeting, as a proxy, need not be a shareholder of the Company.
    1. The instrument appointing the Chairman of the Meeting as proxy must be under the hand of the appointor or of his attorney duly authorized in writing and where such instrument is executed by a corporation, it must be executed wither under its common seal or under the hand of its attorney or a duly authorized officer.
    1. Where an instrument appointing Chairman of the Meeting as proxy is signed on behalf of the appointer by an attorney, the power of attorney (or other Authority) or a duly certified copy thereof must (failing previous registration with the Company) be lodged with the instrument of proxy, failing which the instrument may be treated as invalid.
    1. The instrument appointing Chairman of the Meeting as proxy, duly executed, must be deposited at the registered office at 35 Fishery Port Road, #116 New Fish Merchant Building, Singapore 619742 or emailed to:[email protected] not less that seventy-two (72) hours before the time appointed for the holding of the EGM.

A shareholder who wishes to submit an instrument of proxy must first download, complete and sign the proxy form, before submitting it by post to the address provided above, or scanning and sending it by email to the email address provided above.

In view of the current COVID-19 situation and the related precautionary measures which may make it difficult for shareholders to submit completed proxy forms by post, shareholders are strongly encouraged to submit completed proxy forms electronically via email.

The Company shall be entitled to reject the instrument appointing the Chairman of the Meeting as proxy if it is incomplete, improperly completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing the Chairman of the Meeting as proxy (including any related attachment)(such as in the case where the appointor submits more than one instrument appointing the Chairman of the Meeting as proxy). In addition , in the case of shares entered in the Register of Members, the Company may reject any instrument appointing the Chairman of the Meeting as proxy lodged if the shareholder being the appointor, is not shown to have shares entered against his name in the Register of Members as at seventy-two (72) hours before the time appointed for holding the EGM.

Personal data privacy

By submitting an instrument appointing a proxy and / or representative(s), the shareholder accepts and agrees to the personal data privacy set out in the notice of EGM dated 27 December 2022.

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