China Golden Classic Group Limited — Proxy Solicitation & Information Statement 2021

Mar 30, 2021

China Golden Classic Group Limited 中國金典集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8281)

PROXY FORM FOR ANNUAL GENERAL MEETING

I/We [(note][1)] of

being the registered holder(s) of [(note][2)] ordinary shares of HK$0.01 each in the capital of China Golden Classic Group Limited (the “ Company ”) hereby appoint the Chairman of the annual general meeting of the Company (the “ Meeting ”) [(note][3)] or of

to act as my/our proxy to attend for me/us at the Meeting to be held at 10:00 a.m. on Tuesday, 25 May 2021 at Conference Room, No. 35 Yingbin Road, Xiake Town, Jiangyin City, Jiangsu Province, The People’s Republic of China (or any adjournment thereof) for the purpose of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting and at the Meeting (or any adjournment thereof) to vote on my/our behalf and in my/our name(s) in respect of the said resolutions as indicated below or, if no indication is given, as my/our proxy thinks fit.

						ORDINARY RESOLUTIONS		FOR (note 4)	FOR (note 4)	AGAINST (note 4)	AGAINST (note 4)
	1.				To receive and approve the audited consolidated financial statements of the Company			and its
					subsidiaries and the reports of the directors (the “Directors”) and		the auditors of the Company
					for the	year ended 31 December 2020.
	2.				(a)	Each as a separate resolution, to re-elect each of the following Directors as an executive
						Director:
						(i) Ms. Li Qiuyan; and
						(ii) Mr. Tong Xing.
					(b)	To authorise the board of Directors to fix the remuneration of the Directors.
	3.				To re-appoint Shinewing (HK) CPA Limited as auditors of the		Company and authorise the
					board of Directors to fix their remuneration.
	4.				(A)	To grant a general mandate to the Directors to buy back	the Company’s shares up to
						10% of the aggregate number of shares in issue in the	Company as at the	date of
						passing of this resolution.
					(B)	To grant a general mandate to the Directors to allot, issue and deal with the unissued
						shares of HK$0.01 each in the share capital of the Company, the aggregate number of
						which shall not exceed 20% of the aggregate number of shares in issue in the Company
						as at the date of passing of this resolution.
					(C)	To add the number of shares in the Company bought back by the Company to the
						general mandate granted to the Directors under resolution no. 4(B) above.
	Date		this			day of		2021

Shareholder’s signature

(notes 5, 6, 7, 8 and 9)

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITAL LETTERS . The names of all joint registered holders should be stated.

2. Please insert the number of shares in the Company (the “ Shares ”) registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the Shares registered in your name(s).

3. A“theproxyChairmanneed notof betheaannualmembergeneralof themeetingCompany.of theIf youCompanywish to(theappoint“ Meeting some”)personor” andotherinsertthanthethenameChairmanand addressof the ofMeetingthe personas yourappointedproxy, pleasein the deletespace provided.the words 4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY OF THE RESOLUTIONS SET OUT ABOVE, PLEASE TICK ( “✔” ) THE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTIONS, PLEASE TICK (“ ✔ ”) THE BOXES MARKED “AGAINST”. If the form of proxy returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those set out in the notice convening the Meeting.

4. Where there are joint registered holders of any Share, any one of such joint holders may vote, either in person 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 are present at the Meeting, personally or by proxy, that one of the said persons so present whose name stands first on the register of members in respect such Share shall alone be entitled to vote in respect thereof.

5. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing, or if the appointor is a corporation, either under seal or under the hand of an officer or attorney duly authorised.

6. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the offices of the Company’s Hong Kong branch share registrar and transfer office, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time fixed for holding the Meeting (or any adjournment thereof).

7. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting (or any adjournment thereof) if you so wish.

8. Any alteration made to this form of proxy should be initialled by the person who signs the form.

PERSONAL INFORMATION COLLECTION STATEMENT

Your(or proxies)supply andof youryourandvotingyourinstructionsproxy’s (or forproxies’)the Meetingname(s)of andthe address(es)Company (theis on‘ Purposes a voluntary’). Webasismayfortransferthe purposeyour andof processingyour proxy’syour(orrequestproxies’)for thename(s)appointmentand address(es)of a proxyto our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Tricor Investor Services Limited at the above address.