Fulum Group Holdings Limited — Proxy Solicitation & Information Statement 2023

Feb 20, 2023

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(Stock Code: 1443)

PROXY FORM

Form of proxy for use by shareholders at the extraordinary general meeting to be held at 26/F, Capital Tower, 38 Wai Yip Street, Kowloon Bay, Hong Kong at 11:00 a.m. on Friday, 10 March 2023

I/We (note a)

of

being the registered holder(s) of

(note b) shares (the “ Shares ”) of HK$0.001 each in the share capital of Fulum Group Holdings Limited (the “ Company ”) hereby appoint the chairman of the extraordinary general meeting (the “ Meeting ”) of the Company or of

to act as my/our proxy (note c) at the Meeting to be held at 26/F, Capital Tower, 38 Wai Yip Street, Kowloon Bay, Hong Kong on Friday, 10 March 2023 at 11:00 a.m. (or any adjournment thereof) and to vote on my/our behalf as directed below.

Please mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll.

ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	FOR (note d)	AGAINST (note d)
1.	the 2023 Connected Tenancy Framework Agreement (together with the 2023 ConnectedTenancy Framework Supplemental Agreement) and their execution thereof andimplementation of the transactions contemplated thereunder be and are hereby approved,ratified and confirmed;
2.	the Right-of-use Assets Caps in relation to the 2023 Connected Tenancy FrameworkAgreement (together with the 2023 Connected Tenancy Framework SupplementalAgreement) and the transactions contemplated thereunder be and are hereby approved,ratified and confirmed;and
3.	the directors of the Company or any other person authorised by the directors of theCompany be and are hereby authorised to sign, execute, perfect and deliver all suchdocuments and do all such deeds, acts, matters and things as they consider necessary,desirable or expedient to carry out or give effect to or otherwise in connection with the2023 Connected Tenancy Framework Agreement (together with the 2023 ConnectedTenancy Framework Supplemental Agreement) and the transactions contemplatedthereunder.

• Dated this day of 2023. Shareholder’s signature x x (notes e to j) Notes: a Full name(s) and address(es) are to be inserted in BLOCK CAPITAL LETTERS . The names of all joint registered holders should be stated. b Please insert the number of Shares registered in your name(s) to which the proxy related. If no number is inserted, this form of proxy will be deemed to relate to all the Shares in the share capital of the Company registered in your name(s).

• c A proxy need not be a member of the Company. If you wish to appoint some person other than the chairman of the Meeting as your proxy, please delete the words “the chairman of the extraordinary general meeting (the “ Meeting ”) of the Company or” and insert the name and address of the person appointed in the space provided. A member of the Company entitled to attend and vote at the Meeting is entitled to appoint in written form one or, if he is the holder of two or more Shares, more proxies to attend and vote instead of him.

• d If you wish to vote for any of the resolutions set out above, please tick (“3”) the boxes marked “For”. If you wish to vote against any of the resolutions, please tick (“3”) the boxes marked “Against”. If you wish to vote only part of the number of Shares in respect of which the proxy is so appointed, please state the exact number of Shares in lieu of tick (“3”) in the relevant box. If the form returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his/her discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain 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.

• e In the case of joint holders of Shares, any one of such joint holders may vote, either in person or by proxy, in respect of such Share as if he/she were solely entitled thereto, but if more than one of such joint holders are present at the Meeting personally or by proxy, that one of the said persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

• f The instrument appointing a proxy shall be in writing under the hand of the appointor or of his/her attorney duly authorised in writing, or if the appointor is a corporation, either under seal or under the hand of an officer or attorney duly authorised.

• g 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 notarially certified copy of such power of authority must be deposited with the Company’s branch share registrar in Hong Kong (“ Branch Registrar ”), Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time fixed for holding of the Meeting or any adjournment thereof.

• h For the purpose of determining members who are qualified for attending the Meeting, the register of members of the Company will be closed from Tuesday, 7 March 2023 to Friday, 10 March 2023 (both days inclusive), during which period no transfer of Shares will be effected. Shareholders whose names appear on the register of members of the Company at the close of business on Monday, 6 March 2023 are entitled to attend and vote at the Meeting. In order to qualify for attending the Meeting or any adjournment thereof, all transfers of Shares accompanied by the relevant share certificates must be lodged with the Branch Registrar at the above address by no later than 4:30 p.m. on Monday, 6 March 2023.

i Completion and delivery of an instrument appointing a proxy shall not preclude a member from attending and voting in person at the Meeting or any adjournment thereof and in such event, the instrument appointing a proxy shall be deemed to be revoked. j Any alteration made to this form should be initialled by the person(s) who sign(s) the form.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy’s (or proxies’) name(s) and address(es) 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 of the Company (the “ Purposes ”). We may transfer your and your proxy’s (or proxies’) name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/ or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Tricor Investor Services Limited at the above address.