Honbridge Holdings Limited — Proxy Solicitation & Information Statement 2023

Oct 18, 2023

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HONBRIDGE HOLDINGS LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8137)

PROXY FORM FOR USE AT THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON 6 NOVEMBER 2023 (OR ANY ADJOURNMENT THEREOF)

I/We [(Note][1)]

of

being the registered holder(s) of [(Note][2)] shares of HK$0.001 each in the share capital of Honbridge Holdings Limited (the “ Company ”), HEREBY APPOINT the chairman of the Meeting or [(Note][3)] of as my/our proxy to attend and vote for me/us and on my/our behalf at the extraordinary general meeting of the Company (the “ Meeting ”) to be held at Unit 5402, 54th Floor, Central Plaza, 18 Harbour Road, Wanchai, Hong Kong on Monday, 6 November 2023 at 10:00 a.m. (or any adjournment thereof) on the undermentioned resolutions as indicated, and, if no such indication is given, as my/our proxy thinks fit:

					ORDINARY RESOLUTIONS*		For (Note 4)	For (Note 4)	Against (Note 4)	Against (Note 4)
	1.	THAT:
		(a)	the 2023 Sales Agreement (a copy of which is tabled at the meeting and marked A and
			initialled by the chairman of the meeting for identification purpose), the Sales Annual Caps
			and the transactions contemplated thereunder be and are hereby approved, confirmed and
			ratified; and
		(b)	any one director of the Company, or any two directors of the Company if the affixation of the
			common seal is necessary be and is/are hereby authorised to execute all such other				documents,
			instruments and agreements and to do all such acts or thing deemed by him/her to be
			incidental to, ancillary		to or in connection with the 2023 Sales Agreement, the Sales Annual
			Caps and the matters and transactions contemplated thereunder.
	2.	THAT:
		(a)	the Purchase Framework Agreement (a copy of which is tabled at the meeting and marked B
			and initialled by the chairman of the meeting for identification purpose), the Purchase Annual
			Caps and the transactions contemplated thereunder be and are			hereby approved, confirmed and
			ratified; and
		(b)	any one director of the Company, or any two directors of the Company if the affixation of the
			common seal is necessary be and is/are hereby authorised to execute all such other				documents,
			instruments and agreements and to do all such acts or thing deemed by him/her to be
			incidental to, ancillary to or in connection with the Purchase Framework Agreement, the
			Purchase Annual Caps		and the matters and transactions contemplated thereunder.

• The full text of the above resolutions is set out in the notice of the Meeting. For further details, please refer to circular of the Company dated 19 October 2023 (the “ Circular ”). Capitalised terms defined herein shall have the same meaning ascribed to them in the Circular.

Dated this day of , 2023 Signed [(Note][5)] :

Notes:

1. Full name(s) and address(es) to be inserted in the BLOCK CAPITALS. The name of all joint holders should be stated. 2. Please insert the number of shares registered in your name(s). If no number is inserted, this proxy form will be deemed to relate to all the shares in the Company registered in your name(s).

2. If any proxy other than the Chairman of the Meeting is preferred, strike out “the Chairman of the Meeting or” and insert the name and address of the proxy desired in the space provided. Any alteration made to this proxy form must be initialled by the person who signs it.

3. IMPORTANT: If you wish to vote for any resolutions, tick the appropriate boxes marked “FOR”. If you wish to vote against any resolutions, tick the appropriate boxes marked “AGAINST”. Failure to complete the boxes will entitle your proxy to cast his votes at his discretion.

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

5. In the case of joint holders of a share, the vote of the senior who tenders a vote, whether in persons or by proxy, shall be accepted to the exclusion of the votes of the other joint holder(s) 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 joint holding, the first named being the senior.

6. To be valid, this proxy form and the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof must be deposited at the Company’s share registrar in Hong Kong, Union Registrars Limited at Suites 3301–04, 33rd Floor, Two Chinachem Exchange Square, 338 King’s Road, North Point, Hong Kong not less than 48 hours before the time fixed for holding the Meeting (or any adjournment thereof).

7. The proxy need not be a member of the Company but must attend the Meeting (or any adjournment thereof) in person to represent you. 9. Completion and return of this proxy form will not preclude you from attending and voting in person at the Meeting (or any adjournment thereof) if you wish to do so.

PERSONAL INFORMATION COLLECTION STATEMENT

Youra proxysupply(or proxies)of your andand youryour votingproxy’sinstructions(or proxies’)forname(s)the meetingand address(es)of the Companyis on (thea voluntary“ Purposes basis”). forWe themaypurposetransferofyourprocessingand youryourproxy’srequest(orforproxies’)the appointmentname(s) andof 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/Union Registrars Limited at the above address.