IGG Inc — Proxy Solicitation & Information Statement 2021

Jul 26, 2021

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ORIENTAL WATCH HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 398)

Form of proxy for annual general meeting (or any adjournment thereof)

I/We 1 of

being the registered holder(s) of 2 each in the capital of the abovenamed company (the “Company”) HEREBY APPOINT

shares of HK$0.10 3 the Chairman of the meeting or

of

as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting of the Company to be held at Function room 35B and 35C, Level 35, Two Pacific Place, No. 88 Queensway, Admiralty, Hong Kong on 8 September 2021 at 3:00 p.m. and at any adjournment thereof in respect of the resolutions set out in the notice convening the said meeting as hereunder indicated, and, if no such indication is given, as my/our proxy thinks fit.

	FOR	4	AGAINST	4

		FOR4	AGAINST4
1.	To receive and adopt the audited financial statements and the reports of the directors andindependent auditor for the year ended 31 March 2021.
2.	To declare a final dividend of 12.0 Hong Kong cents per share and a special dividend of27.0 Hong Kong cents per share for the year ended 31 March 2021.
3.	(i)To re-elect Mr. Lam Hing Lun, Alain as director.
	(ii)To re-elect Dr. Li Sau Hung, Eddy as an independent non-executive director.
	(iii)To authorise the board of directors to fix the remuneration of the directors.
4.	To appoint auditor and to authorise the board of directors to fix its remuneration.
5.	A.To grant an unconditional mandate to the directors to allot shares.
	B.To grant an unconditional mandate to the directors to purchase the Company’s ownshares.
	C.To include the total number of shares repurchased by the Company to the mandategranted to the directors under resolution no. 5A.
	D.To approve amendment of Bye-laws of the Company.

Dated this day of 2021

Signature(s) 6

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 capital of the Company registered in your name(s).

3. If any proxy other than the Chairman of the meeting is preferred, delete the words “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 FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION TICK IN THE BOX MARKED “AGAINST”. Failure to tick a box will entitle your proxy to cast your vote 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. To be valid, this form of proxy, together with the 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 principal office of the Company, Room 312-8, China Insurance Group Building, 141 Des Voeux Road Central, Hong Kong, not less than 48 hours before the time appointed for holding the said meeting.

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

7. Where there are joint registered holders of any share, any one of such persons may vote at the meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders is present at the meeting, personally or by proxy, that one of the said persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

8. The proxy need not be a member of the Company but must attend the meeting in person to represent you.