K2 F&B Holdings Limited — AGM Information 2021

Apr 26, 2021

K2 F&B HOLDINGS LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2108)

Number of shares to which this form of proxy relates[(Note][1)]

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING TO BE HELD ON TUESDAY, 29 JUNE 2021

I/We[(Note][2)]

of

being the registered holder(s)

of shares in the issued share capital of K2 F&B Holdings Limited (the ‘‘Company’’) hereby appoint the Chairman of the meeting[(Note][3)] or

of

as my/our proxy to attend, act and vote for me/us and on my/our

behalf as directed below at the annual general meeting (the ‘‘AGM’’) of the Company for the year 2021 to be held at 51 Ubi Avenue 1, #02–17/18 Paya Ubi Industrial Park, Singapore 408933 on Tuesday, 29 June 2021 at 10:00 a.m. (and at any adjournment thereof).

Please tick (‘‘P’’) the appropriate boxes to indicate how you wish your vote(s) to be cast[(Note][4)] .

lease ti	ck (‘‘P’’) the appropriate boxes to indicate how you wish your vote(s) to be cast(Note 4).
	ORDINARY RESOLUTIONS	FOR	AGAINST
1.	To consider and adopt the audited consolidated financial statements of the Company and its
	subsidiaries and the reports of the directors and independent auditor of the Company for the
	year ended 31 December 2020.
2(a).	To re-elect Ms. Leow Poh Hoon (Liao Baoyun) as an executive director of the Company.
2(b).	To elect Mr. Ng Yong Hwee as an independent non-executive director of the Company.
3.	To authorise the Board to fix the remuneration of the directors of the Company for the year
	ending 31 December 2021.
4.	To re-appoint Fan, Chan & Co. Limited as the independent auditors of the Company and to
	authorise the Board to fix their remuneration.
5.	To give a general mandate to the directors to repurchase shares of the Company not exceeding
	10% of the total number of issued shares of the Company as at the date of passing of this
	resolution.
6.	To give a general mandate to the directors to issue, allot and deal with additional shares of the
	Company not exceeding 20% of the total number of issued shares of the Company as at the date
	of passing of this resolution.
7.	To extend the general mandate granted to the directors to issue, allot and deal with additional
	shares in the capital of the Company by the aggregate number of the shares repurchased by the
	Company.

Date: Notes:

Signature(s)[(Note][5)]

1. Please insert the number of shares to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.

2. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.

3. If any proxy other than the Chairman of the meeting is preferred, please strike out the words ‘‘the Chairman of the meeting’’ and insert the name and address of the proxy desired in the space provided. Any shareholder of the Company entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote instead of him. A proxy need not be a shareholder of the Company. Every shareholder present in person or by proxy shall be entitled to one vote for each share held by him.

4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK (‘‘P’’) THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK (‘‘P’’) THE BOX MARKED ‘‘AGAINST’’. If no direction is given, your proxy will vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.

5. This form of proxy must be signed by you or your attorney duly authorised in writing. In case of a corporation, the same must be either under its common seal or under the hand of an officer or attorney so authorised. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

6. In 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 votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the Register of Members of the Company.

7. In order 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 registrar, Boardroom Share Registrars (HK) Limited, at 2103B, 21st Floor, 148 Electric Road, North Point, Hong Kong not less than 48 hours before the time appointed for the AGM or its adjournment (as the case may be).

8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM if you so wish.

9. References to time and dates in this form of proxy are to Hong Kong time and dates.

10. Taking into account of the recent development of the epidemic caused by coronavirus disease 2019 (COVID-19), the Company will implement the following prevention and control measures at the Meeting against the epidemic to protect the Shareholders from the risk of infection: (i) compulsory body temperature check will be conducted for every shareholder or proxy at the entrance of the venue. Any person with a body temperature of over 37.5 degrees Celsius will not be admitted to the venue; (ii) every shareholder or proxy is required to wear surgical facial mask throughout the meeting; and (iii) no refreshment will be served.

Furthermore, the Company wishes to advise the shareholders, particularly shareholders who are subject to quarantine in relation to COVID-19, that they may appoint any person or the chairman of the Meeting as a proxy to vote on the resolution, instead of attending the Meeting in person.

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 AGM 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 for 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.