ITE (Holdings) Limited — Proxy Solicitation & Information Statement 2022

Dec 6, 2022

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ITE (HOLDINGS) LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8092)

Form of proxy for use by shareholders at the Extraordinary General Meeting convened to be held at Units C & D, 1/F., Por Yen Building, 478 Castle Peak Road, Kowloon, Hong Kong on Tuesday, 3 January 2023 at 2:30 p.m.

I/We (Note 1)

of

being the registered holder(s) of (Note 2) shares of HK$0.01 each in the capital of ITE (Holdings) Limited (the “ Company ”) hereby appoint the Chairman of the meeting or (Note 3) of

to act as my/our proxy/proxies at the Extraordinary General Meeting of the Company (the “ Meeting ”) to be held at Units C & D, 1/F., Por Yen Building, 478 Castle Peak Road, Kowloon, Hong Kong on Tuesday, 3 January 2023 at 2:30 p.m. and at any adjournment thereof and to vote on my/our behalf as directed below:

Special ResolutionFor (Note 4)Against (Note 4)To consider and approve the proposed amendments to the existing articles ofassociation of the Company, to adopt the new set of amended and restated articlesofassociationoftheCompanyinsubstitutionoftheexistingarticlesofassociation of the Company and to authorise any director or company secretary ofthe Company to handle relevant formalities such as registration/filing of theamended and restated articles of association.

Shareholder’s Signature (Notes 5 and 6)

Dated

Notes:

1. Full name(s) and address(es) must 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. A proxy need not be a member of the Company. If any proxy other than the Chairman of the Meeting is appointed, delete the words “the Chairman of the meeting or” and insert the name and address of the person appointed proxy in the space provided. Any alternation made to this form of proxy must be initialed by the person(s) who sign(s) it.

4. IMPORTANT: If you wish to vote for any resolution, “✔” in the appropriate boxes marked “FOR”. If you wish to vote against any resolution, “✔” in the box marked “AGAINST”. Failure to tick either 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 that those referred to above.

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

6. In the case of joint holders of a share, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of the other joint holder(s), and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding, the first named being the senior.

7. 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 thereof, must be deposited at the Company’s branch share registrars, Hong Kong Registrars Limited at Shop 1712–1716, 17/F., Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, not less than 48 hours before the time appointed for the holding of the Meeting or any adjourned thereof.

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

9. The descriptions of resolution are by way of summary only. The full text appears in the notice convening the Meeting.