Huazhang Technology Holding Limited — Proxy Solicitation & Information Statement 2019

Dec 2, 2019

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華章科技控股有限公司

Huazhang Technology Holding Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1673)

PROXY FORM FOR EXTRAORDINARY GENERAL MEETING

I/We (note a)

of

b e i n g t h e r e g i s t e r e d h o l d e r ( s ) o f

(note b) share(s) of HK$0.01 each of Huazhang Technology Holding Limited (the “ Company ”) hereby appoint the chairman of the extraordinary general meeting (the “ EGM ”) of the Company or of

to act as my/our proxy (note c) at the EGM to be held at Room 805A, 8/F, Tower 1, South Seas Centre, 75 Mody Road, Tsim Sha Tsui, Kowloon, Hong Kong on 20 December 2019 at 2 p.m. and at any adjournment thereof and vote on my/our behalf as directed below.

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast in respect of such resolutions as hereunder indicated (note d)

ORDINARY RESOLUTION

FOR (note d) AGAINST (note d)

• (a) the supplemental deed entered into on 29 September 2019, in relation to the unlisted 5.0% convertible bonds due 29 September 2019 in an aggregate principal amount of HK$100,000,000 issued by the Company on 29 March 2017 (the “Bonds”), which key terms are including (i) the maturity date was further extended to 28 September 2020, and (ii) the Bondholder has an option to extend the maturity date of the Bond for one additional year after the maturity date as of 29 September 2019, which is subjected to agreement from the Company, under the same terms and conditions of the Bonds, be and are hereby approved, confirmed and ratified;

• (b) the extension of the maturity date of the Bond to 28 September 2020 (the “ Proposed Extension ”) and the revision of the terms and conditions of the Bonds to give effect to the Proposed Extension be and are hereby approved, confirmed and ratified;

• (c) the directors of the Company be and are hereby granted a specific mandate to allot and issue new shares of the Company (the “ New Shares ”) upon exercise of the conversion rights attached to the Bonds; and

• (d) the directors of the Company be and are hereby authorised to do all such acts and things and execute all such documents which they consider necessary, desirable or expedient for the purpose of, or in connection with, the Proposed Extension and the allotment and issue of the New Shares.

Dated 2019 Shareholder’s signature (notes e, f, g and h)

Notes:

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

• c. A proxy need not be a member of the Company but must attend the EGM in person to represent you. If you wish to appoint some person other than the Chairman of the EGM as your proxy, please delete the words “the chairman of the extraordinary general meeting (the “ EGM ”) of the Company or” and insert the name and address of the person appointed proxy in the space provided.

• d. If you wish to vote for a resolution set out above, please tick (“3”) the box marked “FOR” against such resolution. If you wish to vote against a resolution, please tick (“3”) the box marked “AGAINST” against such resolution. If the form of proxy 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. 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. The form of proxy must be signed by you, or your attorney duly authorised in writing, or in the case of a corporation, either under seal or under the hand of an officer or attorney duly authorised.

• f. 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 EGM, 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.

• 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, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not later than 48 hours before the time of the EGM or any adjourned meeting.

• h. Any alteration made to this form of proxy 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 EGM or any adjournment thereof if you so wish. If you attend and vote at the EGM, the authority of your proxy will be revoked.

• j. 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 EGM 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 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. You/your proxy (or proxies) has/have the right to request access to and/or correction of the relevant personal data in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing to the Company/Tricor Investor Services Limited at the above address.