First Service Holding Limited — Proxy Solicitation & Information Statement 2022

Apr 28, 2022

First Service Holding Limited 一 第 服 务 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2107)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING (OR ANY ADJOURNMENT THEREOF) TO BE HELD ON JUNE 21, 2022

I/We[(1)]

of

ordinary shares (the ‘‘Shares’’) of US$0.0000002 each in the capital of

being the registered holder(s) of ordinary shares (the First Service Holding Limited (the ‘‘Company’’), HEREBY APPOINT[(3)] the chairman of the meeting or

First Service Holding Limited (the ‘‘Company’’), HEREBY APPOINT(3) the chairman of the meeting or	rst Service Holding Limited (the ‘‘Company’’), HEREBY APPOINT(3) the chairman of the meeting or	rst Service Holding Limited (the ‘‘Company’’), HEREBY APPOINT(3) the chairman of the meeting or	rst Service Holding Limited (the ‘‘Company’’), HEREBY APPOINT(3) the chairman of the meeting or	rst Service Holding Limited (the ‘‘Company’’), HEREBY APPOINT(3) the chairman of the meeting or	rst Service Holding Limited (the ‘‘Company’’), HEREBY APPOINT(3) the chairman of the meeting or	rst Service Holding Limited (the ‘‘Company’’), HEREBY APPOINT(3) the chairman of the meeting or	rst Service Holding Limited (the ‘‘Company’’), HEREBY APPOINT(3) the chairman of the meeting or
of as my/our proxy to attend for me/us and on my/our behalf at the Annual General Meeting (the ‘‘AGM’’) of the Company to be held at the 3rd Floor, Building 10, Wanguocheng MOMA, No. 1 Xiangheyuan Road, Dongzhimenwai, Dongcheng District, Beijing, PRC at 3:00 p.m. on Tuesday, June 21, 2022 for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the AGM dated April 28, 2022 (the ‘‘Notice of the AGM’’) and at the AGM (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the said resolutions as hereunder indicated, and if no such indication is given, as my/our proxy thinks fit.
		ORDINARY RESOLUTIONS				FOR(4)	AGAINST(4)
1.			To receive and adopt the audited consolidated financial statements and the reports of the dire and auditor of the Company and its subsidiaries for the year ended December 31, 2021.		ctors
2.			To declare a final dividend for the year ended December 31, 2021.
3.			(A) To re-elect the following persons as the directors of the Company (the ‘‘Directors’’):
			(i) Mr. Jia Yan as an executive Director;
			(ii) Mr. Jin Chungang as an executive Director;
			(iii) Ms. Zhu Li as an executive Director; and
			(iv) Mr. Chen Sheng as an independent non-executive Director.
			(B) To authorise the board of Directors to fix the remuneration of the Directors.
4.			To re-appoint KPMG as auditor of the Company and to authorise the Board to fix remuneration.		its
5.			(A) To grant a general mandate to the Directors to allot, issue and deal with additional sh not exceeding 20% of the issued shares of the Company.		ares
			(B) To grant a general mandate to the Directors to repurchase shares not exceeding 10% o issued shares of the Company.		f the
			(C) To extend the authority given to the Directors pursuant to ordinary resolution numb 5(A) to issue Shares by adding to the issued Shares of the Company the number of Sh repurchased under ordinary resolution numbered 5(B).		ered ares
				SPECIAL RESOLUTION		FOR(4)	AGAINST(4)
6.			To consider and approve Association and to adopt Association.	the proposed amendments to the Memorandum and Article the third amended and restated Memorandum and Article	s of s of
Dated Note: 1. 2. 3. 4. 5. 6. 7. 8. 9. 10.		day of ,2022 Signature(s)(5) Full names(s) and address(es) to be inserted should be in BLOCK CAPITALS. The names of all joint holders should be stated. 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 shares of the Company registered in your name(s). A member entitled to attend and vote at the AGM is entitled to appoint one or more proxies to attend and vote on his/her behalf provided that if more than one proxy is so appointed, the appointment shall specify the number of shares of which each such proxy is so appointed. If any proxy other than the chairman of the AGM is preferred, strike out the words the chairman of the meeting or and insert the name and address of the proxy desired in the space provided. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK THE BOX MARKED FOR. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK THE BOX MARKED AGAINST. Failure to tick a box will entitle your proxy to cast your vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any amendment of a resolution or any resolution properly put to the AGM other than those referred to in the Notice of the AGM. This proxy must be signed by you or your attorney duly authorised in writing or, in case of a corporation, either executed under seal or under the hand of an officer, attorney or other person duly authorized to sign the same. 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 such power or authority, must be lodged with the Company’s share registrar in Hong Kong, Tricor Investor Services Limited at 54th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong not later than 48 hours before the time fixed for holding the AGM (i.e. before 3:00 p.m. on Sunday, June 19, 2022) or any adjournment thereof. In the case of joint holders of a share, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the relevant joint holding. The proxy need not be a member of the Company. Completion and return of the form of proxy shall not preclude a shareholder of the Company from attending the AGM and vote in person. In such event, the instrument appointing a proxy shall be deemed to be revoked. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. Reference to time and dates in this form of proxy are to Hong Kong time and dates.			)

PERSONAL INFORMATION COLLECTION STATEMENT

instructionsPersonal(PDPO), whichDataas instatedincludethisinstatementthisyourProxyandhasyourFormtheproxy(thesame’‘‘s meaningPurposesname andas’’).address.personalIf you failYourdatato supplydefinedsupply ofsufficientinthethePersonalPersonalinformation,DataDataisthe(Privacy)onCompanya voluntaryOrdinance,maybasisnotChapterbeandablefor486totheprocessofpurposethe yourLawsof instructions.processingof Hong KongyourThe Company may disclose or transfer the Personal Data to its subsidiaries, its Share Registrar and/or third party service provider who provides administrative, computer and other services to the Company for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. The Personal Data will be retained for such period as may be necessary to fulfil the Purposes (including for verification and record purposes). Request for access to and/or correction of the Personal Data can be made in accordance with the provisions of the PDPO and any such request should be in writing and sent to the Privacy Compliance Officer of Tricor Investor Services Limited at the above address.