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Global Corn Group Limited Proxy Solicitation & Information Statement 2023

May 30, 2023

50915_rns_2023-05-30_10e47110-bc92-42a6-860e-0b8de5e95004.pdf

Proxy Solicitation & Information Statement

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GLOBAL SWEETENERS HOLDINGS LIMITED

**大 成 糖 業 控 股 有 限 公 司 ***

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 03889)

PROXY FORM

Form of proxy for use by shareholders at the extraordinary general meeting (the “Meeting”) to be convened at 10:30 a.m. on Tuesday, 20 June 2023 at Salon 1, 7/F, Harbour Plaza Metropolis Hotel, 7 Metropolis Drive, Hunghom, Kowloon, Hong Kong (or any adjournment thereof)

I/We (note a) of being the registered holder(s) of (note b) shares of HK$0.10 each in the capital of Global Sweeteners Holdings Limited (the “ Company ”) hereby appoint the chairman of the Meeting or of

to act as my/our proxy (note c) at the Meeting to be held at 10:30 a.m. on Tuesday, 20 June 2023 at Salon 1, 7/F, Harbour Plaza Metropolis Hotel, 7 Metropolis Drive, Hunghom, Kowloon, Hong Kong or at any adjournment thereof and to vote on my/our behalf as directed below. Capitalised terms used herein shall have the same meanings as used in the circular of the Company dated 31 May 2023.

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

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll_(n_ Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll_(n_ ote d).
ORDINARY RESOLUTIONS FOR AGAINST
1. To approve, confirm and ratify the Dihao SPAs and the transactions contemplatedthereunder.
2. To approve and confirm the GSH Counter-guarantee Deed and the transactionscontemplated thereunder.
3. To approve, confirm and ratify the CB Subscription Agreement and the transactionscontemplated thereunder.

Dated this day of 2023 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). 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 Meeting 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 (“✓”) the boxes marked “For”. If you wish to vote against any of the resolutions, please tick (“✓”) the boxes marked “Against”. 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 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 discretion. 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 form of proxy must be signed by a shareholder, or his attorney duly authorised in writing, or if the shareholder is a corporation, either under its Common Seal or under the hand of an officer or attorney so 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 or authority must be deposited at the offices of the Company’s Hong Kong branch share registrar, Tricor Investor Services Limited (the “ Registrar ”) of 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 (i.e. at or before 10:30 a.m. on Sunday, 18 June 2023 (Hong Kong time)) 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 Wednesday, 14 June 2023 to Tuesday, 20 June 2023 (both days inclusive), during which period no transfer of the shares will be effected. In order to qualify for attending the Meeting, all transfers of Shares accompanied by the relevant share certificates must be lodged with the Registrar at the above address by no later than 4:30 p.m. on Tuesday, 13 June 2023.

  • i. Delivery of an instrument appointing a proxy should 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 who signs 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 Registrar at the above address.

* for identification purposes only