Kowloon Development Company Limited — Proxy Solicitation & Information Statement 2025

Apr 11, 2025

BEA東亞銀行

The Bank of East Asia, Limited

東亞銀行有限公司

(Incorporated in Hong Kong with limited liability in 1918)

(Stock Code: 23)

Proxy Form (106th Annual General Meeting to be held on 9 May 2025)

I/We¹

of

being the registered holder(s) of _________² ordinary shares of The Bank of East Asia, Limited

(the "Bank") hereby appoint the Chairman of the Meeting or³ and ⁴ _________ of

as my/our proxy to attend and vote⁵ for me/us and on my/our behalf at the 106th Annual General Meeting of the Bank (the "AGM") to be held in the Grand Ballroom, Four Seasons Hotel, 8 Finance Street, Central, Hong Kong on Friday, 9 May 2025 at 11:30am and at any adjournment thereof, and my/our vote(s) shall be cast as indicated below:

| Resolutions
(The full text of each resolution is set out in the Notice of AGM.) | Please put a '✓' below if you cast FOR⁶ | Please put a '✓' below if you cast AGAINST⁵ |
| --- | --- | --- |
| 1. To receive the Audited Financial Statements for the year ended 31 December 2024 together with the Report of the Directors and the Independent Auditor's Report thereon. | | |
| 2. To re-appoint KPMG as Auditor of the Bank and authorise the Directors to fix the Auditor's remuneration. | | |
| 3. To re-elect the following Directors: | | |
| (a) Dr the Hon. Sir David LI Kwok-po | | |
| (b) Dr Allan WONG Chi-yun | | |
| (c) Mr Aubrey LI Kwok-sing | | |
| (d) Mr Stephen Charles LI Kwok-sze | | |
| (e) Dr Daryl NG Win-kong | | |
| (f) Dr the Hon. Rita FAN HSU Lai-tai | | |
| 4. To grant a general mandate to the Directors to allot, issue and deal with additional shares of the Bank. | | |
| 5. To grant a general mandate to the Directors to buy back the Bank's shares. | | |
| 6. To extend the general mandate granted to the Directors pursuant to Resolution (4). | | |
| 7. To approve and confirm the Framework Agreement for Loan Transactions dated 23 January 2025 and all the transactions contemplated thereunder and the proposed Annual Caps, and to authorise any one Director to do all such acts and things in connection with the implementation of and giving effect to the aforesaid. | | |
| 8. Special Resolution: To approve the amendments to the Articles of Association. | | |

The Board of Directors recommends voting FOR the above resolutions.

Date: _________ 2025

Shareholder's Signature: _________

Notes:

1. Please insert full name(s) and address(es) in BLOCK CAPITALS.
2. Please insert the number of shares registered in your name(s). If no number is inserted, this Proxy Form will be deemed to relate to all the shares of the Bank registered in your name(s).
3. A shareholder entitled to attend and vote at the AGM may appoint one or more proxies to attend and vote on his/her behalf at the AGM (or at any adjournment thereof) provided that each proxy is appointed to represent the respective number of shares held by the shareholder as specified in the relevant Proxy Form. A proxy need not be a shareholder of the Bank but must attend the meeting in person in order to represent you.
4. If you wish to appoint a proxy other than the Chairman of the Meeting, please delete the words "the Chairman of the Meeting or" and insert the full name and address of the person you wish to appoint in the space provided. If no name is inserted, the Chairman of the Meeting will act as your proxy.
5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE PUT A TICK (✓) IN THE RELEVANT BOX UNDER "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE PUT A TICK (✓) IN THE RELEVANT BOX UNDER "AGAINST". If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his/her discretion or to abstain. Your proxy will also be entitled to vote at his/her discretion or to abstain on any resolution properly put to the AGM (or any adjournment thereof) other than those referred to in the notice convening the AGM.
6. In the case of joint Shareholders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of other joint holder(s) and for this purpose seniority will be determined by the order in which the names of the joint holders stand in the Register of Members of the Bank.
7. This Proxy Form must be signed by you or your attorney duly authorised in writing. In the case of a corporation, this Proxy Form must be executed under seal or under the hand of an officer or attorney duly authorised. Any alteration made to this Proxy Form must be initialed by the person who signs it.
8. To be valid, this Proxy Form together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power of attorney, shall be delivered to the Bank's Share Registrar, Tricor Investor Services Limited, at T/F: Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time appointed for holding the AGM (or any adjournment thereof) (as the case may be).

PERSONAL INFORMATION COLLECTION STATEMENT

"Personal Data" in this statement has the same meaning as "personal data" defined in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong ("PDPO"), Your supply of the Personal Data, including your and your proxy's names and addresses, is on a voluntary basis and for the purpose of processing your instructions as stated in this Proxy Form (the "Purposes"). If you fail to supply sufficient information, the Bank may not be able to process your instructions. The Bank may disclose or transfer the Personal Data to its subsidiaries, its Share Registrar and/or third party service provider who provides administrative, computer and other services to the Bank 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. The Personal Data will be retained for such period as may be necessary to fulfill the Purposes (including for verification and record purposes). Request for access to and/or correction of the Personal Data can be made in accordance with the provisions of the PDPO and any such request should be in writing and sent to the Privacy Compliance Officer of Tricor Investor Services Limited at the above address.