Honworld Group Limited — Proxy Solicitation & Information Statement 2024

Apr 25, 2024

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Honworld Group Limited 老恒和釀造有限公司[*]

(Incorporated in the Cayman Islands with limited liability) (Stock Code: 2226)

PROXY FORM

Form of proxy for use at the 2024 Annual General Meeting (or at any adjournment thereof)

I/We[(note][a)] of being the holder(s) of[(note][b)] shares of US$0.0005 each of Honworld Group Limited (the ‘‘Company’’) hereby appoint the Chairman of the 2024 Annual General Meeting (‘‘Meeting’’) of the Company or[(note][c)] of

to act as my/our proxy at the Meeting to be held at 10:00 a.m. on 28 May 2024 at Huzhou Hongcheng Kaiyuan Mingting Hotel, No. 855 Xiaoshan Road, Wuxing Area, Huzhou, Zhejiang, China, and at any adjournment thereof and to vote on my/our behalf as directed below. Please make a mark (‘‘P’’) in the appropriate boxes to indicate how you wish your vote(s) to be cast[(note][d)] .

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ORDINARY RESOLUTIONS FOR AGAINST
1 To receive and adopt the audited consolidated financial statements of the Company and reports of the
directors (the ‘‘Directors’’) and auditor of the Company (the ‘‘Auditor’’) for the year ended 31
December 2023.
2 To re-appoint Grant Thornton Hong Kong Limited as Auditor of the Company and the board of
Directors of the Company be authorised to fix its remuneration.
3 (a) To re-elect Mr. Chen Wei as an executive Director.
(b) To re-elect Mr. Liu Jianbin as an executive Director.
4 To authorize the board of Directors of the Company to fix the respective Directors’ remuneration.
5 Ordinary Resolution No. 5 of the notice of the Meeting (To grant a general mandate to the Directors
to allot, issue and deal with additional shares not exceeding 20% of the total number of issued shares
of the Company as at the date of passing this resolution).
6 Ordinary Resolution No. 6 of the notice of the Meeting (To grant a general mandate to the Directors
to repurchase shares not exceeding 10% of the total number of issued shares of the Company as at the
date of passing this resolution).
7 Ordinary Resolution No. 7 of the notice of the Meeting (To extend the general mandate granted to the
Directors to allot, issue and deal with additional shares of the Company by an amount not exceeding
the number of the shares repurchased by the Company).
SPECIAL RESOLUTION
8 Special Resolution No. 8 of the notice of the Meeting (To approve and adopt the amended and
restated memorandum and articles of association of the Company as the memorandum and articles of
association of the Company).
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For details of the above resolutions, please refer to the Company’s notice of the Meeting dated 26 April 2024.

Dated Signature(s) (Notes e, f) Notes:

• a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS. 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 capital of the Company registered in your name(s).

• c. AChairmanproxy needof Meetingnot be ofa memberthe Companyof theorCompany.’’ and insertIf theyounamewishandto appointaddress someof thepersonperson otherappointedthan proxythe Chairmanin the spaceof theprovided.Meeting as your proxy, please delete the words ‘‘the

• d. theIf youboxwishmarkedto vote‘‘Againstfor a ’’resolutionagainst suchset outresolution.above, pleaseIf thetickform(‘‘returnedP’’) theisboxdulymarkedsigned‘‘Forbut’’withoutagainstspecificsuch resolution.directionIfonyouanywishof theto voteproposedagainstresolutions,a resolution,the pleaseproxy willtick vote(‘‘P’’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. A proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those set out in the notice convening the Meeting.

• e. In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the Meeting, whether in person or by proxy, that one of the joint holders whose name stands first on the register of members in respect of the relevant joint holding 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. ToCentre,depositedbe valid,183at Queenthethisofficesform’s RoadofofproxytheEast,CompanytogetherWanchai,’swithHongHonganyKongKongpowerbranchnotoflessattorneysharethan registrar48orhoursotherandbeforeauthoritytransferthe(iftimeoffice,any)of undertheComputershareMeetingwhich orit isanyHongsignedadjournedKongor aInvestorcertifiedmeeting.Servicescopy of Limited,such powerat 17Mor authorityFloor, Hopewellmust be h. Any alteration made to this form should be initialled by the person who signs the form.

• i. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish and in such event, this form of proxy shall be deemed to be revoked.

• j. The full text of the above resolutions is set out in the circular of the Meeting dated 26 April 2024.

• For identification purposes only