Computer And Technologies Holdings Limited — AGM Information 2023

Apr 25, 2023

CHINA AEROSPACE INTERNATIONAL HOLDINGS LIMITED 中國航天國際控股有限公司

(Incorporated in Hong Kong with limited liability)

(Stock code: 31)

PROXY FORM

Form of proxy for the Annual General Meeting to be held at The Salon One, First Floor, Harbour Grand Kowloon, 20 Tak Fung Street, Hung Hom, Kowloon, Hong Kong at 10: 00 a.m. on Wednesday, 21 June 2023.

I/We[(note][1)]

of

being the registered holder(s) of[(note][2)] shares in the issued Shares of China Aerospace International Holdings Limited (the ‘‘Company’’) hereby appoint[(note][3)] of

or failing him, the Chairman of the meeting, as my/our proxy to attend on my/our behalf at the meeting (and at any adjournment thereof) to vote for me/us in my/our name(s) in respect of the resolutions set out in the notice of the meeting (with or without modifications) as hereunder indicated and in respect of any other matters to be considered in the meeting.

	Resolutions*	Resolutions*	FOR (note 4)	AGAINST (note 4)
	1.	To receive and adopt the Audited Accounts of the Company and theReports of the Directors and the Auditors for the year ended 31December 2022.
	2.	To approve the payment of a final dividend.
	3A.	(i)To re-elect Mr Zhou Limin as a Director.
		(ii)To re-elect Mr Song Shuqing as a Director.
		(iii)To re-elect Mr Teng Fangqian as a Director.
		(iv)To re-elect Mr Peng Jianguo as a Director.
		(v)To re-elect Mr Luo Zhenbang as a Director.
		(vi)To re-elect Mr Wang Xiaojun as a Director.
		(vii)To re-elect Ms Chen Jingru as a Director.
	3B.	To approve: (1) the payment of RMB80,000 as director’s fee, and anallowanceofboardmeetingofRMB2,000eachandthatofcommittees’meetingofRMB1,000eachtoeachoftheNon-ExecutiveDirectors;(2)thepaymentofHK$190,000asdirector’s fee and not more than HK$28,000 as meeting allowancetoeachoftheIndependentNon-ExecutiveDirectors;and(3)HK$80,000 as remuneration to each of the members of AuditCommittee, HK$30,000 as remuneration to each of the members ofRemuneration Committee, and HK$10,000 as remuneration to eachof the members of Environment, Social and Governance Committeefor the year ending 31 December 2023.Note:Mr Zhou Limin and Mr Song Shuqing, both being Executive Directors, andMr Peng Jianguo, being senior officer of China Aerospace Science &TechnologyCorporation’ssubsidiary,willnotreceiveanydirector’sremuneration from the Company.
	4.	To re-appoint Messrs. Deloitte Touche Tohmatsu (德勤‧關黃陳方會計師行) as the auditors of the Company and to authorise the Board ofDirectors to fix their remuneration.
	5.	To grant a general mandate to the Directors to allot, issue and dealwith new shares not exceeding 20 per cent. of the number of issuedShares of the Company.
	6.	To grant a general mandate to the Directors to repurchase shares andwarrants of the Company not exceeding 10 per cent. of the number ofissued Shares of the Company.
	7.	To extend the general mandate granted to the Directors to allot, issueand deal with new shares not exceeding the amount of Sharesrepurchased by the Company.

• Details of which please refer to the Company’s circular dated 25 April 2023.

Dated this day of

, 2023

Signatures[(note][7)]

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.

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

3. Full name and address of proxy to be inserted in BLOCK CAPITALS. IF NOT COMPLETED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY.

4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK IN THE BOX MARKED ‘‘FOR’’ BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK IN THE BOX MARKED ‘‘AGAINST’’ BESIDE THE APPROPRIATE RESOLUTION. If no direction is given, the proxy will be entitled to vote or abstain as he thinks fit. Your proxy will be entitled to vote or abstain at his discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

5. 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 of that power or authority must be deposited at the Company’s share registrar, Tricor Standard Limited of 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not later than 10: 00 a.m., Monday, 19 June 2023.

6. In the case of joint holders of a share, the vote of the person, whether attending in person or by proxy, whose name stands first on the Register of Members of the Company in respect of such share shall be accepted to the exclusion of the vote(s) of the other joint holder(s).

7. This form of proxy must be signed by you or your attorney duly authorised in writing or, if you are a corporation, must either be executed under seal or under the hand of an officer or attorney duly authorised.

8. The proxy need not be a member of the Company but must attend the meeting in person to represent you.

• 9 Completion and delivery of this form of proxy shall not preclude you from attending and voting in person if you so wish.

1. Any alteration to this form of proxy must be initialled by the person who signs it.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting of the Company (the ‘Purposes’). We may transfer your and your proxy’s (or proxies’) name(s) and address(es) to 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 Standard Limited at the above address.