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Fire Rock Holdings Limited Proxy Solicitation & Information Statement 2020

Mar 16, 2020

50258_rns_2020-03-16_71a2490c-c712-4bc9-83c7-6dc513f783d0.pdf

Proxy Solicitation & Information Statement

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(Stock Code: 1909)

FORM OF PROXY FOR USE AT ANNUAL GENERAL MEETING TO BE HELD AT 9TH FLOOR, BLOCK 1, CHONGWEN GARDEN, NANSHAN iPARK, 3370 LIUXIAN AVENUE, NANSHAN DISTRICT, SHENZHEN, THE PRC, ON 17 APRIL 2020 AT 3: 00 P.M. (OR ANY ADJOURNMENT THEREOF)

I/We (Name in Block Capitals) of (Address) being the registered holder(s) of

being the registered holder(s) of (Note 1) shares of HK$0.01 each in the share capital of Fire Rock Holdings Limited (the ‘‘Company’’), HEREBY APPOINT (Note 2) THE CHAIRMAN OF THE MEETING or (Name in Block Capitals) of (Address)

as my/our proxy to attend at the annual general meeting of the Company (the ‘‘Meeting’’) (and at any adjournment thereof) to be held at 9th Floor, Block 1, Chongwen Garden, Nanshan iPark, 3370 Liuxian Avenue, Nanshan District, Shenzhen, the PRC on Friday, 17 April 2020 at 3: 00 p.m. for the purpose of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting, and vote for me/us and in my/our names in respect of the resolutions as indicated below, or, if no such indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTIONS ORDINARY RESOLUTIONS FOR (Note 3) AGAINST (Note 3)
1. To receive and approve the audited consolidated financial statements together with the directors’report and the independent auditor’s report of the Company for the year ended 31 December 2019.
2. (a)To re-elect Mr. Huang Yong as an executive director of the Company and authorise theboard of directors to fix his remuneration.
(b)To re-elect Mr. Chan King Fai as an independent non-executive director of the Companyand authorise the board of directors to fix his remuneration.
(c)To re-elect Mr. Chen Di as an independent non-executive director of the Company andauthorise the board of directors to fix his remuneration.
(d)To re-elect Mr. Yang Zhen as independent non-executive director of the Company andauthorise the board of directors to fix his remuneration.
3. To re-appoint BDO Limited as auditor of the Company and to authorise the board of directors tofix its remuneration.
4(A) To grant a general and unconditional mandate to the directors of the Company to allot, issue anddeal with the additional shares of the Company with an aggregate number not exceeding 20% ofthe total number of shares of the Company in issue.
4(B) To grant a general and unconditional mandate to the directors of the Company to repurchaseshares of the Company with an aggregate number not exceeding 10% of the total number of sharesof the Company in issue.
4(C) To extend the general and unconditional mandate granted to the directors of the Company to issue,allot and deal with additional shares of the Company under resolution numbered 4(A) to includethe number of shares of the Company repurchased pursuant to the general and unconditionalmandate to repurchase shares under resolution numbered 4(B).
5. 5. To declare a final dividend of HK$0.09375 per Share of the Company for the year ended 31December 2019.

Dated this

day of 2020

Signature:

Notes:

  1. 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 of the Company registered in your name(s).

  2. If any proxy other than the Chairman is preferred, please strike out ‘‘THE CHAIRMAN OF THE MEETING’’ here inserted and insert the name and address of the proxy desired in the space provided. You may appoint one or more proxies to attend the Meeting. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  3. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED ‘‘AGAINST’’. Failure to complete any or all of the boxes will entitle your proxy to cast his/her/its votes at his/her/its discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.

  4. A member entitled to attend and vote at the meeting shall be entitled to appoint another person as his proxy to attend and, on a poll, vote in his stead. A member who is the holder of two or more shares of the Company may appoint more than one proxy to represent him and, on a poll, vote on his behalf. A proxy need not be a member of the Company.

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

  6. In order to be valid, a proxy form together with any 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 branch 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 for holding the meeting (or any adjournment thereof).

  7. In the case of joint holders of a share, any one of such holders may vote at the meeting, either personally, by proxy, in respect of such shares as if he were solely entitled thereto but if more than one of such joint holders be present at the meeting personally or by proxy, that one of such holders so present whose name stands first on the register of members in respect of such share shall alone be entitled to vote in respect thereof.

  8. Completion and delivery of this form of proxy shell not preclude you from attending and voting in person at the Meeting (and at any adjournment thereof) if you so wish.