KRP Development Holdings Limited — Proxy Solicitation & Information Statement 2024

Jun 4, 2024

KRP Development Holdings Limited 嘉創房地產控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 2421)

PROXY FORM

Form of proxy for the Extraordinary General Meeting to be held at 1st Floor, Grand Ballroom, Castfast Hotel, 12 Castfast Road, Guan Jing Tou, Feng Gang, DongGuan, GuangDong, PRC on Monday, 24 June 2024 at 11:00 a.m.

I/We[1]

of being the registered holder(s) of[2] ordinary shares of HK$0.01 each in the issued share capital of KRP Development Holdings Limited (the “ Company ”), HEREBY APPOINT[3]

of

or failing him, the Chairman of the Meeting, as my/our proxy to attend on my/our behalf at the meeting (and at any adjournment thereof) to vote for me/us in my/our name(s) in respect of the resolutions set out in the notice of the meeting (with or without amendments) as hereunder indicated, and if no such indication is given, as my/our proxy thinks fit.

				Ordinary Resolutions		For4		Against4
		1.	the Disposal and the entering into of the Disposal Agreement (a copy of		which has been
			produced to	the EGM marked “A” and signed by the chairman of the EGM for the
			purpose of identification) be and are hereby approved, confirmed and ratified;
		2.	any one director and/or the company secretary of the Company be		and is hereby
			authorised to	perform all such acts, deeds and things and execute all documents as he/she
			considers necessary or expedient to effect and implement the Disposal Agreement and the
			transactions	contemplated thereunder with such changes as he/she may in his/her
			absolute opinion deem necessary, desirable or expedient.

Dated this day of , 2024. Signature(s)[7] :

Notes:

1. Full name(s) and address(es) (as shown in the Register of Members) to be inserted in BLOCK CAPITALS .

2. Please insert the number of ordinary shares of HK$0.01 each in the issued share capital of the Company registered in your name(s); 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).

3. Full name and address of proxy to be inserted in BLOCK CAPITALS. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY .

4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY OF THE ABOVE RESOLUTIONS, TICK IN THE BOX MARKED “FOR” BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST ANY OF THE ABOVE RESOLUTIONS, TICK IN THE BOX MARKED “AGAINST” BESIDE THE APPROPRIATE RESOLUTION. If no direction is given, the proxy will be entitled to vote or abstain as he thinks fit. Your proxy will be entitled to vote or abstain 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 that power or authority must be deposited at the Company’s share registrar and transfer office, Computershare Hong Kong Investor Services Limited, at Rooms 1712−1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time fixed for the holding of the meeting or any adjourned meeting.

6. Where there are joint holders of any share any one of such joint holder may vote, either in person or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders be present at any meeting, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the Register in respect of the joint holding.

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

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

9. Completion and delivery of this form of proxy shall not preclude you from attending and voting in person at the meeting or any adjournment thereof if you so wish.

10. Any alteration to this form of proxy must be initialled by the person who signs it.