Major Holdings Limited — Proxy Solicitation & Information Statement 2023

Jul 6, 2023

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*** 美捷滙控股有限公司**

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1389)

PROXY FORM

Form of proxy for use by Shareholders at the annual general meeting to be held at Suite 1507, Tower 2, Silvercord, 30 Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong at 11:00 a.m. on 11 August 2023 (or any adjournment thereof)

I/We (note a) of being the holder(s) of (note b) ordinary shares of HK$0.00125 each in the share capital of Major Holdings Limited (“ Company ”) (“ Shares ”) hereby appoint the Chairman of the annual general meeting (“ Meeting ”) of the Company or of

to act as my/our proxy (note c) at the Meeting to be held at Suite 1507, Tower 2, Silvercord, 30 Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong at 11:00 a.m. on 11 August 2023 and at any adjournment thereof and to vote on my/our behalf as directed below.

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast in respect of such resolutions as hereunder indicated (note d).

		ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	FOR	AGAINST
1.	To	receive and adopt the audited consolidated financial statements and the
	reports of the directors of the Company (“Directors”) and the auditor						of the
	Company for the year ended		31 March 2023
2.	To re-elect Mr. Cheung Chun		To as an executive Director
3.	To re-elect Mr. Yue Kwai Wa Ken as an Independent non-executive Director
4.	To authorise the board of Directors to fix the			Directors’ remuneration
5.	To	reappoint Zhonghui Anda CPA Limited as the Company’s auditor and
	authorise the board of Directors to fix its remuneration
6.	(A)	To grant a general and unconditional		mandate to the Directors to allot,
		issue or otherwise deal with the unissued Shares and to make or grant
		offers, agreements and options to the extent				of not more than 20% of the
		existing issued share capital of the Company
	(B)	To grant a general mandate to the Directors to purchase the Shares to the
		extent of 10% of the issued share capital of			the Company
	(C)	To add the nominal amount of Shares repurchased by the Company to the
		mandate granted to the Directors under resolution no. 6(A)
	(D)	To consider and approve the adoption		of the new share option scheme of
		the Company and to authorise the directors of the Company to do all such
		acts and to enter into all such transactions, arrangements and agreements
		as may be necessary or expedient in order to give full effect to the new
		share option scheme of the Company
	(E)	Conditional upon the	new share option scheme becoming effective, the
		existing share option scheme of the Company as adopted by the Company
		on 30 December 2013 which became effective				on 10 January 2014 be and is
		hereby terminated upon the new share option scheme coming into effect
		(without prejudice to	the rights and benefits of and attached to any
		outstanding options which have been granted under the existing share
		option scheme prior to	the date hereof	(if any))
	(F)	Conditional upon the	new share option scheme of the Company being
		approved and adopted and within the		Scheme Mandate Limit (as defined
		in the circular of the	Company dated 7 July 2023 (the “Circular”)) to
		consider and approve	the Service Provider			Sublimit (as defined	in the
		Circular)

Shareholder’s signature (notes e, f, g and h)

Dated

Notes:

• a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS . The name(s) of all joint registered holders should be stated.

• b. 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).

• c. A proxy need not be a member of the Company. If you wish to appoint some person other than the Chairman of the Meeting as your proxy, please delete the words “the Chairman of the annual general meeting (“ Meeting ”) of the Company or” and insert the name and address of the person appointed proxy in the space provided.

• d. If you wish to vote for a resolution set out above, please tick (“ ✔ ”) the box marked “For” against such resolution. If you wish to vote against a resolution, please tick (“ ✔ ”) the box marked “Against” against such resolution. If the form returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those set out in the notice convening the Meeting.

• e. In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the meeting, whether in person or by proxy, that one of the joint holders whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

• f. The form of proxy must be signed by a Shareholder, or his attorney duly authorised in writing, or if the Shareholder is a corporation, either under seal or under the hand of an officer or attorney duly authorised.

• g. To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the offices of the Company’s Hong Kong branch share registrar, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong.

• h. Any alteration made to this form should be initialled by the person who signs the form.

• i. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish.

PERSONAL INFORMATION COLLECTION STATEMENT

1. “Personal Data” in these statements has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (“ PDPO ”)

2. Your supply of Personal Data to the Company is on a voluntary basis. Failure to provide sufficient information, the Company may not be able to process your appointment of proxy and instructions.

3. Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, its share registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for our verification and record purposes.

4. You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing to the Personal Data Privacy Officer of Tricor Investor Services Limited (the address stated in note g above).

5. For identification purpose only