Marketingforce Management Ltd — Proxy Solicitation & Information Statement 2024

Mar 8, 2024

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Hong Kong Technology Venture Company Limited 香 港 科 技 探 索 有 限 公 司

(Incorporated in Hong Kong with limited liability under the Companies Ordinance)

(Stock Code: 1137)

FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON 28 MARCH 2024

I/We [(Note][1)]

of

being the registered holder(s) of (Note 2) shares (“ Shares ”) of Hong Kong Technology Venture Company Limited (“ Company ”), HEREBY APPOINT (Note 3) THE CHAIRMAN OF THE MEETING or of

as my/our proxy to attend and act for me/us and on my/our behalf at the extraordinary general meeting (“ Meeting ”) of the Company to be held at Ground Floor, HKTV Multimedia and Ecommerce Centre, No. 1 Chun Cheong Street, Tseung Kwan O Industrial Estate, New Territories, Hong Kong on Thursday, 28 March 2024 at 10: 00 a.m. (or at any adjournment thereof) for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the Meeting and at the Meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of such resolutions as hereunder indicated [(Note][4)] :

ORDINARY RESOLUTIONS FOR [(Note][4)] AGAINST [(Note][4)] 1. To approve the grant of 5,000,000 share options (“ Share Options ”) to Mr. Cheung Chi Kin, Paul, the Chairman, an executive director and a substantial shareholder of the Company, under the share option scheme adopted by the Company on 2 June 2020 (“ 2020 Share Option Scheme ”), entitling him to subscribe for 5,000,000 ordinary shares in the share capital of the Company at the exercise price of HK$2.050 per share and on the terms and conditions as set out in the circular to the shareholders of the Company dated 11 March 2024 (“ Circular ”) be and is hereby approved and that any one director of the Company is hereby authorized to do all such acts and/or execute all such documents as may be necessary or expedient in order to give effect to the foregoing. 2. To approve the grant of 10,000,000 Share Options to Mr. Wong Wai Kay, Ricky, the Vice Chairman, Group Chief Executive Officer, an executive director and a substantial shareholder of the Company, under the 2020 Share Option Scheme, entitling him to subscribe for 10,000,000 ordinary shares in the share capital of the Company at the exercise price of HK$2.050 per share and on the terms and conditions as set out in the Circular be and is hereby approved and that any one director of the Company is hereby authorised to do all such acts and/or execute all such documents as may be necessary or expedient in order to give effect to the foregoing.

Date:

Signature [(Note][5)] :

Notes:

1. Full name(s) and address(es) must be inserted in BLOCK CAPITALS . The names of all joint registered holders should be stated.

2. Please insert the number of Shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all Shares registered in your name(s).

3. If any proxy other than the chairman of the Meeting is preferred, strike out “ THE CHAIRMAN OF THE MEETING or ” and insert the name and address of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote in his stead. A proxy does not need to 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 .

4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK (“ ✔ ”) IN THE RELEVANT BOX BELOW THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK (“ ✔ ”) IN THE RELEVANT BOX BELOW THE BOX MARKED “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 Meeting other than those referred to in the notice convening the Meeting.

5. 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 either under its common seal or under the hand of an officer, attorney or other person duly authorised to sign the same.

6. To be valid, this completed and signed form of proxy, together with the power of attorney or other authority, if any, under which it is signed or a notarially certified copy thereof, must be deposited at the Company’s share registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the Meeting or any adjournment meeting, as the case may be.

7. Where there are joint registered holders of any shares of the Company, any one of such persons may vote at the Meeting, either personally 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 personally or by proxy, then one of the said holders so present whose name stands first on the register of members of the Company in respect of such shares of the Company shall alone be entitled to vote in respect thereof.

8. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or adjourned meeting if you so wish. If you attend and vote at the Meeting, the authority of your proxy will be revoked.