Canopy SkyFire Group Limited — Proxy Solicitation & Information Statement 2019

Aug 22, 2019

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On Real International Holdings Limited ����������

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 8245)

PROXY FORM FOR THE ANNUAL GENERAL MEETING

I/We [(1)]

of

being the registered holder(s) of (2) capital of the On Real International Holdings Limited 安 general meeting, or [(3)]

shares of HK$0.00125 each in the

國際控股有限公司 (the “ Company ”) hereby appoint the Chairman of the annual

of

as my/our proxy to attend and vote for me/us and on my/our behalf at the Annual General Meeting of the Company (and at any adjournment thereof) to be held at Room 2203, 22/F., 88 Hing Fat Street, Causeway Bay, Hong Kong on 20 September 2019, Friday, at 2: 30 p.m. and to vote in respect of the following resolutions as indicated below [(4)] :

			ORDINARY RESOLUTIONS		FOR (4)	AGAINST (4)	AGAINST (4)
	1.	To receive, consider and adopt audited consolidated financial statements and the reports of
		the directors of the Company and independent auditor’s report for the year ended 31 March
		2019
	2.	(a)	To re-elect Mr. FU Yan Ming as an executive director of the Company
		(b)	To re-elect Mr. KWOK Ming Fai as an executive director of the Company as
			executive Director
		(c)	To re-elect Mr. CHAN Chung Yin Victor as a non-executive director of the Company
	3.	To authorize the board of directors of the Company to fix the remuneration of all directors
		of the	Company
	4.	To appoint Elite Partners CPA Limited as the auditor of the Company and to authorise the
		board	of directors to fix the remuneration of auditor
	5.	(A)	To grant a general mandate to the directors to allot and issue new shares of the
			Company (Ordinary Resolution No. 5(A) of the notice of annual general meeting)
		(B)	To grant a general mandate to the directors to repurchase shares of the Company
			(Ordinary Resolution No. 5(B) of the notice of annual general meeting)
		(C)	To extend the general mandate granted to the directors to issue new shares of the
			Company (Ordinary Resolution No. 5(C) of the notice of annual general meeting)

Dated

Signature [(5)(6)(7)(8)]

Notes:

1. Full name(s) and address(es) to be inserted in block capitals. The name of all joint holders should be stated.

2. 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 Company registered in your name(s).

3. If you wish to appoint a proxy other than the Chairman of the annual general meeting, please strike out “the Chairman of the annual general meeting” and insert the name and address of the person you wish to appoint in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. A proxy needs not be a member of the Company.

4. IMPORTANT : If you wish to vote for any resolution, please indicate with a “H” in the appropriate space marked “For” beside the resolution. If you wish to vote against any resolution, please indicate with a “H” in the appropriate space marked “Against” beside the resolution. In the absence of any such indication, the proxy will vote for or against the resolution or will abstain at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Annual General Meeting other than those referred to in the notice convening the Annual General Meeting.

5. In the case of joint shareholders, the vote of the senior who renders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of other joint holder(s) and for this purpose seniority shall be determined by the order in which the names stand in the register of members.

6. The form of proxy must be signed by you or your attorney duly authorised in writing. In the case of a corporation, this form must be executed under seal or under the hand of an officer or attorney duly authorised.

7. To be valid, this form of proxy together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof must be deposited at the Company’s branch share registrar and transfer office in Hong Kong, Boardroom Share Registrars (HK) Limited, Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong as soon as possible and in any event not later than 48 hours before the time appointed for the Annual General Meeting or any adjournment thereof.

8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the meeting if you so wish.

PERSONAL INFORMATION COLLECTION STATEMENT

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

• (ii) Your Personal Data is supplied to the Company on a voluntary basis. Failure to provide sufficient information may render the Company not able to process your instructions and/or request as stated in this proxy form.

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

• (iv) You have the right to 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 and sent to the Personal Data Privacy Officer of the Branch Share Registrar (address set out in note 7 above).