Asian Citrus Holdings Limited — Proxy Solicitation & Information Statement 2021

Nov 29, 2021

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ASIAN CITRUS HOLDINGS LIMITED 亞洲果業控股有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 73)

PROXY FORM FOR THE ANNUAL GENERAL MEETING TO BE HELD ON 30 DECEMBER 2021

No. of shares to which this proxy form relates [(Note][1)]

I/We, [(Note][2)]

of

being shareholder(s) of Asian Citrus Holdings Limited (the “ Company ”) hereby appoint [(Note][3)] of

or failing him/her, the Chairman of the Meeting (as defined herein) to act as my/our proxy to attend and act for me/us on my/our behalf at the Annual General Meeting (the “ Meeting ”) of the Company to be held at United Conference Centre, Level 10, United Centre, 95 Queensway, Admiralty, Hong Kong on Thursday, 30 December 2021 at 9:00 a.m. Hong Kong time (or at any adjourned meeting thereof) for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the Meeting and at such Meeting (or at any adjourned meeting thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as hereunder indicated, or if no such indication is given, as my/our proxy thinks fit.

		ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS
	1.Ta	o receive and adopt the audited consolidated financial statements and the reports of the Directorsnd the independent auditors of the Company for the year ended 30 June 2021.
	2.T	o re-elect Mr. James Francis Bittl as a Non-executive Director of the Company.
	3.T	o re-elect Mr. Liu Ruiqiang as an Independent Non-executive Director of the Company.
	4.T	o authorise the board of Directors of the Company to fix the Directors’ remuneration.
	5.Tob	o re-appoint HLB Hodgson Impey Cheng Limited as independent auditors of the Company to holdffice from the conclusion of the Meeting to the next annual general meeting and to authorise theoard of Directors to fix their remuneration.
	6.Ts	o grant a general mandate to the Directors to allot, issue or otherwise deal with the Company’shares.
	7.Tt	o extend the general mandate granted to the Directors to issue additional shares of the Company byhe amount of shares repurchased.
	8.T	o grant a general mandate to the D	irectors to repurchase the Company’ shares.
	Dated this	day of	2021Signature(s)(Note 5)

Notes:

1. Please insert the number of shares registered in your name(s) to which this proxy form relates. If no number is inserted, this proxy form will be deemed to relate to all the shares in the capital of the Company registered in your name(s).

2. Please insert your full name(s) and address(es) in BLOCK CAPITALS . Only one of the joint registered holders needs to sign (but see note 6 below).

3. A shareholder may appoint one or more proxies to attend and vote in his/her stead. A proxy does not need to be a shareholder of the Company but must attend the Meeting to represent you. Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY.

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RELEVANT RESOLUTION, PLEASE TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RELEVANT RESOLUTION, PLEASE TICK IN THE BOX MARKED “AGAINST”. If you do not indicate how you wish your proxy to vote, your proxy will be entitled to vote at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolutions 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 authorised in writing or, in the case of a corporation, must be executed either under its common seal or under the hand of an officer or attorney or other person duly authorised.

6. Where there are joint registered holders of any share, any one of such persons may vote at the Meeting, either personally 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 personally or by proxy, such person so present whose name stands first on the Register of Members of the Company in respect of such share shall alone be entitled to vote in respect thereof.

7. To be effective, the Form of Proxy and any power of attorney or other authority under which it is signed (or a notarially certified copy of such authority) must be deposited with the Company’s branch share registrar in UK, Computershare Investor Services (Jersey) Limited, c/o The Pavilions, Bridgwater Road, Bristol BS99 6ZY, United Kingdom by 5:00 p.m. (UK time) on Friday, 24 December 2021 or the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time of the holding of the Meeting or any adjournment thereof.

8. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE DULY INITIALLED BY THE PERSON(S) WHO SIGN(S) IT. 9. Completion and return of this proxy form will not preclude you from attending and voting in person at the Meeting (or any adjourned meeting thereof) if you so wish. In the event that you attend the Meeting after having lodged this proxy form as indicated above, this proxy form will be deemed to have been revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

• (i) “Personal Data” in these statements has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (“ PDPO ”).

• (ii) Your supply of Personal Data to the Company is on a voluntary basis. The Company may not be able to process your appointment of proxy and instructions if you fail to provide sufficient information.

• (iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, its share registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for our verification and record purposes.

• (iv) You have the right to the request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing to the Privacy Compliance Officer of the branch share registrar of the Company in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong or the branch share registrar of the Company in UK, Computershare Investor Services (Jersey) Limited, c/o The Pavilions, Bridgwater Road, Bristol BS99 6ZY, United Kingdom.

• For identification purposes only