Crypto Flow Technology Limited — Proxy Solicitation & Information Statement 2021

Mar 11, 2021

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Loto Interactive Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8198)

PROXY FORM FOR USE BY SHAREHOLDERS OF LOTO INTERACTIVE LIMITED (THE “COMPANY”) AT THE EXTRAORDINARY GENERAL MEETING OF THE COMPANY (THE “MEETING”) TO BE HELD ON FRIDAY, 26 MARCH 2021 AT 11:00 A.M.

I/We[(Note 1)] of

shares[[(Note 2)]] of HK$0.1 each in the capital of the Company, HEREBY

being the registered holder(s) of shares[[(Note 2)]] of HK$0.1 each in the capital of the Company, HEREBY APPOINT[(Note 3)] THE CHAIRMAN OF THE MEETING or of as my/our proxy to attend and vote for me/us at the Meeting to be held at Units 813 & 815, Level 8, Core F, Cyberport 3, 100 Cyberport Road, Hong Kong on Friday, 26 March 2021 at 11:00 a.m. and at any adjournment thereof, in respect of the resolutions set out in the notice convening the Meeting (the “ Notice of EGM ”) as hereunder indicated and, if no such indication is given, as my/our proxy thinks fit.

	ORDINARY RESOLUTIONS	FOR(Note 4)	AGAINST(Note 4)
1.	(a)To approve, ratify and confirm the Subscription Agreement (as defined in the circular of the Companydated 11 March 2021 (the “Circular”))(b)To approve and grant the specific mandate to the directors of the Company (the “Directors”, each asa “Director”) to exercise all the powers of the Company to allot and issue the Subscription Shares(as defined in the Circular), subject to and in accordance with the terms and conditions set out in theSubscription Agreement(c)To approve all other transactions contemplated under the Subscription Agreement and to authoriseany one Director to do all such acts and things as he/she considers necessary in connection with theSubscription Agreement and the transactions contemplated thereunder
2.	(a)To approve, ratify and confirm the Acquisition Agreement (as defined in the Circular)(b)To approve all other transactions contemplated under the Acquisition Agreement and to authoriseany one Director to do all such acts and things as he/she considers necessary in connection with theAcquisition Agreement and the transactions contemplated thereunder
3.	To approve the increase of the authorised share capital of the Company from HK$55,000,000 divided into550,000,000 shares of the Company of HK$0.1 each (the “Shares”) to HK$65,000,000 divided into 650,000,000Shares by the creation of 100,000,000 additional Shares, and to authorise any one Director to do all such acts andthings as he/she considers necessary in connection with the proposed increase in the authorised share capital ofthe Company
4.	(a)To re-elect Mr. Yan Hao as an executive Director
	(b)To re-elect Mr. Huang Jian as an independent non-executive Director

Dated this Notes:

day of 2021 Shareholder’s signature[(Note 5)] :

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

2. Please insert the number of shares in the Company registered in your name(s) to which the proxy relates. 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. A shareholder of the Company may appoint a proxy of his/her choice who need not be a shareholder of the Company, but such appointed proxy must attend the Meeting in person to represent you. Please insert the name and address of the appointed proxy in the space provided. If no name is inserted, the Chairman of the Meeting will act as your proxy. You may also appoint separate proxies to represent respectively the number of shares held by you that is specified in this proxy form.

4. IMPORTANT : If you wish to vote for a resolution, please place a “✔” in the relevant box marked in the column headed “For”. If you wish to vote against a resolution, please place a “✔” in the relevant box marked in the column headed “Against”. Failure to tick either box will entitle your proxy to cast your vote at his/her discretion in respect of that resolution.

5. This form of proxy must be signed by you or your attorney duly authorised in writing, or in the case of a corporation, either under its common seal or under the hand of an officer, attorney or other person duly authorised.

6. In the case of joint holders, any one of the joint holders may vote at the Meeting, either in person or by proxy, as if he/she were solely entitled thereto, but if more than one joint holder is present, whether in person or by proxy, only the vote of the senior holder will be counted. 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.

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 must be deposited at 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 no later than 48 hours before the time appointed for the Meeting (or any adjournment thereof).

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

9. Completion and delivery of this proxy form will not preclude you from attending and voting at the Meeting if you so wish and in such case, the form of proxy shall be deemed to be revoked.

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 supply of your and your proxy’s (or proxies’) Personal Data 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.

• (iii) Your and your proxy’s (or proxies’) Personal Data may be disclosed or transferred by the Company to its subsidiaries, the share registrar, 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) Request for access to and/or correction of the relevant Personal Data can be made in accordance with the provisions of the PDPO and any such request should be in writing by mail to the Personal Data Privacy Officer of Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong or by email to PrivacyOfficer@computershare.com.hk.