Hybrid Kinetic Group Limited — Proxy Solicitation & Information Statement 2017

Jun 16, 2017

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HYBRID KINETIC GROUP LIMITED 正道集團有限公司

(incorporated in Bermuda with limited liability)

(Stock code: 1188)

PROXY FORM

Form of proxy for use by shareholders at the special general meeting to be held at 11:00 a.m. on Wednesday, 19 July 2017 at Suite 1410, 14th Floor, Great Eagle Centre, 23 Harbour Road, Wanchai, Hong Kong (or any adjournment thereof)

I/We[(note a)]

of

being the registered holder(s) of[(note b)] shares of HK$0.10 each in the capital of Hybrid Kinetic Group Limited (the “ Company ”) hereby appoint the Chairman of the special general meeting of the Company (the “ Meeting ”) or of

being the registered holder(s) of

to act as my/our proxy[(note c)] to attend for me/us at the Meeting to be held at 11:00 a.m. on Wednesday, 19 July 2017 at Suite 1410, 14th Floor, Great Eagle Centre, 23 Harbour Road, Wanchai, Hong Kong (or any adjournment thereof) for the purpose of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting and at the Meeting (or any adjournment thereof) to vote on my/our behalf and in my/our name(s) in respect of such resolutions as indicated below or, if no indication is given, as my/our proxy thinks fit.

	SPECIAL RESOLUTION*	FOR(note d)	AGAINST(note d)
1.	To approve, ratify and/or confirm the termination of engagement and removal of BDO
	Limited as external auditors of the Company.
	ORDINARY RESOLUTION*
2.	To approve the engagement and appointment of ZHONGHUI ANDA CPA LIMITED
	(in place of BDO Limited) as external auditors of the Company and to authorise the
	directors of the Company to fix their remuneration and to further authorise any one
	director of the Company to sign such further documents, take such actions and/or
	steps as necessary or desirable to give effect to the above change of external auditors.

• Full text of the resolution is set out in the notice of the Meeting.

Dated this day of 2017.

Shareholder’s signature[(notes e, f, g, h and i)]

Notes:

• a. Full name(s) and address(es) to be inserted in BLOCK CAPITAL LETTERS. The names of all joint registered holders should be stated.

• b. Please insert the number of shares of HK$0.10 each in the capital of the Company (the “ Shares ”) registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the Shares registered in your name(s).

• c. A proxy needs not be a member of the Company. If you wish to appoint a person other than the Chairman of the Meeting as your proxy, please delete the words “the Chairman of the special general meeting of the Company (the “ Meeting ”) or” and insert the name and address of the person appointed in the space provided.

• d. Please indicate with a tick (“✓”) in the space opposite to the resolution showing how you wish the proxy to vote on your behalf. In the absence of any such indication, the proxy may vote for or against the resolution or may abstain at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution(s) properly put to the Meeting other than that referred to in the notice convening the Meeting.

• e. Where there are joint registered holders of any Share, any one of such joint holders may vote, either in person or by proxy, in respect of such Share as if he/she was solely entitled thereto, but if more than one of such joint holders are present at the Meeting, personally or by proxy, that one of the said persons so present whose name stands first on the register of members in respect of such Share shall alone be entitled to vote in respect thereof.

• f. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his/her attorney duly authorised in writing, or if the appointor is a corporation, either under seal or under the hand of an officer or attorney duly authorised.

• 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 certified copy of such power or authority must be deposited at the Company’s branch share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time fixed for holding the Meeting (or any adjournment thereof).

• h. 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.

• i. Any alteration made to this form of proxy should be initialled by the person who signs the form.