Huscoke Holdings Limited — Proxy Solicitation & Information Statement 2025

Apr 16, 2025

SIIC

上海寶業控股有限公司

SHANGHAI INDUSTRIAL HOLDINGS LIMITED

(Incorporated in Hong Kong with limited liability)

(Stock Code: 363)

Form of Proxy for use at the Annual General Meeting to be held on 27 May 2025

I/We (Note 1)

of

being the registered holder(s) of ___ shares (Note 2) of Shanghai Industrial Holdings Limited (the “Company”) HEREBY APPOINT THE CHAIRMAN OF THE MEETING (Note 3) or

of

as my/our proxy to vote and act for me/us at the Annual General Meeting (and at any adjournment thereof) of the Company to be held at the Conference Room of the Company, 26th Floor, Harcourt House, 39 Gloucester Road, Wanchai, Hong Kong on Tuesday, 27 May 2025 at 3:00 p.m. for the purpose of considering and, if thought fit, passing the Resolutions set out in the Notice convening the said Meeting and at such Meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the Resolutions as indicated below (Note 4).

Ordinary Resolutions		For	Against
1.	To receive, consider and adopt the audited consolidated financial statements of the Group, the reports of the Directors and the auditor of the Company for the year ended 31 December 2024.
2.	To approve the recommended final dividend of HK52 cents per Share for the year ended 31 December 2024.
3.	a. To re-elect Mr. Zhang Qian as Director.
	b. To re-elect Mr. Xu You Li as Director.
	c. To re-elect Mr. Yuen Tin Fan, Francis as Director.
	d. To authorize the Board to fix the Directors’ remuneration.
4.	To re-appoint Messrs. Deloitte Touche Tohmatsu as auditor of the Company and to authorize the Directors to fix its remuneration.
5.	To grant a general mandate to the Directors to repurchase shares not exceeding 10% of the total issued Shares.
6.	To grant a general mandate to the Directors to allot, issue and deal with additional shares not exceeding 20% of the total issued Shares.
7.	To extend the general mandate granted to the Directors to issue shares by the number of shares repurchased.
Special Resolution		For	Against
8.	To approve the proposed amendments to the Articles of Association of the Company.

Date this __ day of __ 2025

Signed (Note 5): _________

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
2. 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 Company registered in your name(s).
3. If any proxy other than the Chairman is preferred, strike out “THE CHAIRMAN OF THE MEETING” here inserted and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “AGAINST”. Failure to complete any or all the boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the Notice convening the Meeting.
5. This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation must be either executed under its common seal or under the hand of an officer or attorney duly authorized.
6. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s) and for this purpose, seniority will be determined by the order in which the names stand first in the Register of Members.
7. To be valid, this form of proxy together with the power of attorney or other authority under which it is signed or a notarially certified copy thereof, must be deposited at the registered office of the Company at 26th Floor, Harcourt House, 39 Gloucester Road, Wanchai, Hong Kong or the Company’s share registrar, Tricor Investor Services Limited at 17th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong, not less than 48 hours before the time for holding the Meeting or adjourned meeting(s) or poll (as the case may be).
8. The proxy need not be a member of the Company but must attend the Meeting in person to represent you.
9. Completion and delivery of the form of proxy will not preclude you from attending and voting at the Annual General Meeting if you so wish, in such event, the instrument appointing a proxy shall be deemed to be revoked.
10. This form of proxy is available for viewing on the HKExnews website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk and the Company’s website at www.sihl.com.hk.
11. Unless otherwise defined herein, the terms used therein shall have the same meanings as those defined in the circular of the Company dated 17 April 2025.

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 service to us or 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 or Privacy Compliance Officer of Tricor Investor Services Limited at 17th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong.