Goldway Education Group Limited — Proxy Solicitation & Information Statement 2022

Jun 29, 2022

Goldway Education Group Limited 金滙教育集團有限公司*

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8160)

PROXY FORM

Form of proxy for use by shareholders at the annual general meeting of Goldway Education Group Limited (the “Company”) to be held at Suite 2701-08, 27/F, Shui On Centre, 6-8 Harbour Road, Wanchai, Hong Kong on Friday, 5 August 2022 at 4:00 p.m. (the “Meeting”).

I/We [(note][a)] of being the holder(s) of of the Meeting or of

(note b) shares (the “ Shares ”) of the Company hereby appoint the chairman

to act as my/our proxy [(note][c)] at the Meeting to be held at Suite 2701-08, 27/F, Shui On Centre, 6-8 Harbour Road, Wanchai, Hong Kong on Friday, 5 August 2022 at 4:00 p.m. and at any adjournment thereof and to vote on my/our behalf as directed below.

Please put a “✔” in the appropriate boxes to indicate how you wish your vote(s) to be cast [(note][d)] .

			ORDINARY RESOLUTIONS (Note j)	ORDINARY RESOLUTIONS (Note j)
	1.		To receive and consider the audited consolidated financial statements and the reports of the directors (the“Directors”) and auditor of the Companyand its subsidiaries for theyear ended 31 March 2022
	2.		To re-elect the followingretiringDirectors:
			(a)to re-elect Mr. Hui Ka Fai as an executive director of the Company
			(b)to re-elect Mr. Tao Wah Wai Calvin as an executive director of the Company
			(c)to re-elect Ms. Tse Pui Fongas a non-executive director of the Company
			(d)to re-elect Mr. Yu Lap Pan as an independent non-executive director of the Company
			(e)to re-elect Mr. Hu Ch	ao as an independent non-executive director of the Company
			(f)to re-elect Mr. Ho Ki	n as an independent non-executive director of the Company
	3.		To authorize the board of Direc2022	tors (the “Board”) to fix the Directors’ remuneration for the year ended 31 March
	4.		To re-appoint Moore Stephens remuneration	CPA Limited as the auditor of the Company and to authorise the Board to fix its
	5.		To grant a general mandate to thissued share of the Companyas	e Directors to allot, issue and deal with additional Shares not exceeding 20% of theat the date of this resolution
	6.		To grant a general mandate to Companyas at the date of this	the Directors to buy back Shares not exceeding 10% of the issued share of theresolution
	7.		Conditional on the passing of rnumber 5 by adding thereto tnumber 6	esolutions number 5 and 6, to extend the general mandate granted by resolutionhe Shares bought back pursuant to the general mandate granted by resolution
				SPECIAL RESOLUTION (Note j)
	8.		To approve the proposed ameassociation of the Company aassociation of the Company, imemorandum and articles of as	ndments to the existing amended and restated memorandum and articles ofnd to adopt the second amended and restated memorandum and articles ofn substitution for, and to the exclusion of, the existing amended and restatedsociation of the Company
	Date thNotes:a.b.c.d.e.f.g.h.i.j.	i

• For identification purposes only

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 authorised 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.