Link Holdings Limited — Proxy Solicitation & Information Statement 2024

Apr 8, 2024

Link Holdings Limited 華星控股有限公司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 8237)

FORM OF PROXY FOR USE AT THE ANNUAL GENERAL MEETING TO BE HELD ON FRIDAY, 31 MAY 2024 (OR ANY ADJOURNMENT THEREOF)

I/We[1]

of

being the registered holder(s) of[2]

ordinary shares of HK$0.001 each (each a ‘‘Share’’)

in the share capital of Link Holdings Limited (the ‘‘Company’’) HEREBY APPOINT[3]

of

or failing him, the chairman of the annual general meeting of the Company (the ‘‘Meeting’’) as my/our proxy, to attend and vote for me/us and on my/our behalf at the Meeting (or any adjournment thereof) to be held at Unit No. 3503 on 35/F of West Tower, Shun Tak Centre, Nos. 168–200 Connaught Road Central, Sheung Wan, Hong Kong on Friday, 31 May 2024 at 11:00 a.m. for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the Meeting (the ‘‘Notice’’) and at the Meeting (or any adjournment thereof) to vote for me/us in my/our name(s) in respect of the said resolutions as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.

Unless otherwise defined, capitalised terms used herein shall have the same meanings as those defined in the Notice.

ORDINARY RESOLUTIONS9	ORDINARY RESOLUTIONS9	ORDINARY RESOLUTIONS9	ORDINARY RESOLUTIONS9	ORDINARY RESOLUTIONS9		FOR4	AGAINST4
1.	To consider, receive and adopt the audited consolidated financial statements and the reports of the Directors and the Company’s auditors for the year ended 31 December 2023.
2.	(I)		(a) To re-elect Mr. He Dingding as an executive Director.
			(b) To re-elect Mr. Lui Tin Shun as an executive Director;
			(c) To re-elect Mr. Gao Zhaoyuan as a non-executive Director;
			(d) To re-elect Ms. Chan Wai Ki, Joffee as an independent non-executive Director; and
			(e) To re-elect Mr. Ho Sing Wai as an independent non-executive Director;
	(II)		To authorise the board of Directors to fix the Directors’ remuneration.
3.	To re-appoint BDO Limited as the auditors of the Company and to authorise the board of Directors to fix their remuneration.
4.	To grant a general mandate to the Directors to allot, issue and deal with the additional shares not exceeding 20% of the number of issued shares of the Company as at the date of passing this resolution.
5.	To grant a general mandate to the Directors to repurchase the shares not exceeding 10% of the number of issued shares of the Company as at the date of passing this resolution.
6.	To extend the general mandate granted to the Directors to allot, issue and deal with additional shares in the share capital of the Company by an amount not exceeding the amount of the shares repurchased by the Company.
7.	(I)		To consider and approve the adoption of the 2024 Share Option Scheme.
	(II)		To consider and approve the adoption of the sublimit on the total number of shares of the Company that may be issued in respect of all options and awards to be granted to service providers under all the share schemes of the Company of 1% of the total number of shares of the Company in issue on the date of approval of the 2024 Share Option Scheme.
Dated this		day of		2024 Signature(s)5:

• 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 registered in your name(s). 3. Please insert the name and address of the proxy desired. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. The proxy need not be a member of the Company but must attend the meeting in person to represent you. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

• IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PUT A TICK (‘‘P’’) IN THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PUT A TICK (‘‘P’’) IN THE BOX MARKED ‘‘AGAINST’’. Failure to do so will entitle your proxy to cast his vote at his discretion. Your proxy will also be entitled to vote at his discretion on any amendment to the resolutions referred to in the Notice which has been properly put to the Meeting.

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

• In the case of joint holders, any one of such joint holders may vote, either in person or by proxy, in respect of such Shares as if he were solely entitled thereto, but if more than one of such joint holders be present at the 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 holder(s), and for this purpose seniority shall be determined by the order in which the names stand in the register of members in respect of the joint holding.

• Toauthoritybe valid,shallthisbe formdeliveredof proxy,to theandCompany(if required’s branchby sharethe boardregistrarof Directors)and transfertheofficepowerinofHongattorneyKong,or Tricorother authorityInvestor Services(if any) Limited,under whichat 17/F,it isFarsigned,East orFinancea certifiedCentre,copy16 ofHarcourtsuch powerRoad,ofHongattorneyKongornootherless than 48 hours before the time appointed for holding the Meeting or any adjourned meeting.

• Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting if you so desire and in such event, this proxy form shall be deemed to be revoked.

• The descriptions of the resolutions are by way of summary only. The full text appears in the Notice convening the Meeting as contained in the Company’s circular dated 8 April 2024.

• For identification purpose only

PERSONAL INFORMATION COLLECTION STATEMENT

YourMeetingsupplyof theof Companyyour and your(the ‘‘proxyPurposes’s (or’’proxies). We may’) name(s)transferandyouraddress(es)and your isproxyon a’svoluntary(or proxiesbasis’) name(s)for the andpurposeaddress(es)of processingto our youragent,requestcontractor,for theorappointmentthird party serviceof a proxyprovider(or proxies)who providesand youradministrative,voting instructionscomputerfor andthe otheryour proxyservices’s (orto proxiesus for use’) name(s)in connectionand address(es)with the Purposeswill be retainedand to suchfor suchpartiesperiodwhoasaremayauthorisedbe necessaryby lawto tofulfilrequestthe Purposes.the informationRequestorforareaccessotherwiseto and/orrelevantcorrectionfor the ofPurposesthe relevantand needpersonalto receivedata canthe beinformation.made in accordanceYour and with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to Tricor Investor Services Limited at the above address.