CPM Group Limited — Proxy Solicitation & Information Statement 2022

Apr 27, 2022

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(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1932)

Form of proxy for the annual general meeting (the “Meeting”) of CPM Group Limited (the “Company”) to be held at 31st Floor, CNT Tower, 338 Hennessy Road, Wanchai, Hong Kong on Thursday, 2 June 2022 at 10:00 a.m.

I/We (Note 1) of holder(s) of (Note 2) HEREBY APPOINT (Note 3) the Chairman of the Meeting or of

being the registered shares of HK$0.10 each of the Company

to act as my/our proxy at the Meeting to be held at 31st Floor, CNT Tower, 338 Hennessy Road, Wanchai, Hong Kong on Thursday, 2 June 2022 at 10:00 a.m., and at any adjournment thereof, and to vote on my/our behalf on the undermentioned resolutions as directed below.

Please indicate with a “✓” in the spaces provided how you wish your vote(s) to be cast. Failure to complete any or all the boxes will entitle your proxy to cast his/her votes at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.

		er than those referred to in the notice convening the Meeting.	er than those referred to in the notice convening the Meeting.	er than those referred to in the notice convening the Meeting.
	ORDINAR	Y RESOLUTIONS	FOR	AGAIN
					ST
1.	To receive and consider the audited financial statements and the report of the directorsand the independent auditor’s report for theyear ended 31 December 2021.	financial statements and the report of the directors
2.	(a)To re-elect Mr. Li Guangzhongas an executive director.
	(b)To re-elect Mr. WongAnders as an executive director.
	(c)To re-elect Mr. Chua Joo Bin as an independent non-executive director.
	(d)To authorise the board of directors to fix the directors’ remuneration.
3.	To re-appoint auditors and to authorise the board of directors to fix theirremuneration.
4.	To grant a general mandate to the board of directors to allot and issue additionalshares in the Company not exceeding 20% of the total number of shares of theCompanyin issue.(Note 4)
5.	To grant a general mandate to the board of directors to buy back shares in theCompany not exceeding 10% of the total number of shares of the Company inissue.(Note 4)
6.	To extend the general mandate granted under resolution 4 by adding the numberof shares bought back under resolution 5 to the number of shares to be allotted and
	issued.(Note 4)

Dated this

day of 2022

Signature

Notes:

1. Full name(s) and address(es) to be inserted in Block Capitals. The names 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 capital of the Company registered in your name(s).

3. If any proxy other than the Chairman of the Meeting is preferred, please insert in Block Capitals the full name and address of the proxy desired and strike out “the Chairman of the Meeting or”.

4. The full text of the proposed resolution appears in the notice of the Meeting.

5. A member entitled to attend and vote at the Meeting may appoint a proxy to attend and vote in his/her stead. A proxy need not be a member of the Company.

6. This form of proxy must be signed by the appointor, or his/her attorney duly authorised in writing, or if such appointor is a corporation, either under its common seal or under the hand of an officer, attorney or other person authorised to sign the same.

7. 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 certified copy of such power or authority shall be delivered to the Company’s share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for holding the Meeting or any adjournment thereof (as the case may be).

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

9. In the case of joint holders, the vote of the senior who tenders a vote whether in person or by proxy will be accepted to the exclusion of all other joint holders and for this purpose, seniority will be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

10. Completion and delivery of the form of proxy will not preclude you from attending and voting in person at the Meeting and any adjournment thereof if you so wish.