Fufeng Group Limited — Proxy Solicitation & Information Statement 2021

Apr 23, 2021

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Fufeng Group Limited 阜豐集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 546)

PROXY FORM

Form of proxy for use at the annual general meeting to be held on Friday, 28 May 2021 or any adjournment thereof

I/We [(Note][1)] of

being the registered holder(s) of (Note 2) shares HEREBY APPOINT THE CHAIRMAN OF THE MEETING or [(Note][3)]

shares of HK$0.10 each in the capital of Fufeng Group Limited (the “ Company ”),

of

as my/our proxy to act for me/us at the annual general meeting (or at any adjournment thereof) of the Company to be held at Bauhinia Room, Level 4, Marco Polo Hongkong Hotel, No. 3 Canton Road, Harbour City, Tsim Sha Tsui, Kowloon, Hong Kong on Friday, 28 May 2021 at 9:30 a.m. for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the annual general meeting and at such meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below or, if no such indication is given, as my/our proxy thinks fit.

		ORDINARY RESOLUTIONS		FOR (Note 4)		AGAINST (Note 4)
	1.	To receive, consider and adopt the audited consolidated financial statements of the
		Company and its subsidiaries and the reports of the directors and auditor for the year
		ended 31 December 2020.
	2.	To approve the final dividend of HK4.1 cents per share for the year ended 31 December
		2020.
	3.	(I)To re-elect Mr. Li Guangyu as executive director.
		(II)To re-elect Mr. Xu Zheng Hong as independent non-executive director.
		(III)To re-elect Mr. Zhang Youming as independent non-executive director.
		(IV)To authorise the directors to fix the remuneration of the re-elected directors.
	4.	To re-appoint PricewaterhouseCoopers as auditor of the Company and to authorise the
		board of directors to fix its remuneration.
	5(A).	To grant a general mandate to the directors to issue shares of the Company.
	5(B).	To grant a general mandate to the directors to repurchase shares of the Company.
	5(C).	To extend the general mandate to issue shares by adding repurchased shares thereto.
	Dated this	day of2021Signature(s)		(Note 5)

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK LETTERS . 2. Please insert the number of shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the 3. sharesIf any proxyin the otherCompanythan registeredthe Chairmanin yourof thename(s).Meeting is preferred, please delete the words “ THE CHAIRMAN OF THE MEETING or ” and insert the name and address of the proxy desired in the space provided. A proxy need not be a member of the Company, but must attend the meeting in person to represent you. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

2. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, PLEASE TICK IN THE APPROPRIATE BOXES BELOW THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, PLEASE TICK IN THE BOXES BELOW THE BOX MARKED “AGAINST”. Failure to tick either box will entitle your proxy to cast your vote(s) at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the annual general meeting other than those referred to in the notice of annual general meeting.

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

4. In the case of joint holders of a share, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s). For this purpose, seniority will be determined by the order in which the names stand in the principal or branch register of members of the Company in respect of the share.

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 thereof, must be deposited with 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 fixed for the annual general meeting of the Company or any adjournment thereof.

6. Completion and return of this form of proxy will not preclude you from attending and voting at the annual general meeting of the Company if you so wish. In the event that you attend the meeting, this form of proxy will be deemed to have been revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

“Personal Data” in this statement has the same meaning as “personal data” defined in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (“PDPO”). Your supply of the Personal Data is on a voluntary basis and for the purpose of processing your instructions as stated in this Form (the “Purposes”). If you fail to supply sufficient information, the Company may not be able to process your instructions. The 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.