Melco International Development Limited — Proxy Solicitation & Information Statement 2023

Jul 10, 2023

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Crocodile Garments Limited

(Incorporated in Hong Kong with limited liability)

(Stock Code: 122)

FORM OF PROXY

For use by Members at the Extraordinary General Meeting to be held on Thursday, 27 July 2023 at 3:00 p.m. or its adjournment

Number of Shares to which this Form of Proxy relates[(Note][1)]

I/We[(Note][2)] ,

of

,

being the registered holder(s) of ordinary shares (‘‘Shares’’) in the capital of Crocodile Garments Limited (‘‘Company’’), HEREBY APPOINT[(Note][3)] the chairman of the meeting or

of

as my/our proxy to attend and act for me/us at the extraordinary general meeting of the Company to be held at Tivoli, 3/F., Regal Kowloon Hotel, 71 Mody Road, Tsimshatsui, Kowloon, Hong Kong on Thursday, 27 July 2023 at 3:00 p.m. (‘‘EGM’’) and its adjournment (as the case may be) and to vote on my/our behalf in respect of the resolution to be considered and, if thought fit, passed at EGM and its adjournment (as the case may be) as directed below.

Please indicate with a ‘‘✓ ’’ in the following boxes provided how you wish your vote(s) to be cast on a poll.

			For (Note 4)	Against (Note 4)
	Ordinary Resolution
1	1	(a) the Sale and Purchase Agreement (as defined in the circular of the Company dated 11 July 2023 (the ‘‘Circular’’) entered into between Kin Estate Limited, a wholly-owned subsidiary of the Company (the ‘‘Purchaser’’), and Kin Ying Company Limited (the ‘‘Vendor’’) pursuant to which the Purchaser conditionally agreed to acquire and the Vendor conditionally agreed to sell the Land (as defined in the Circular) and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified; and (b) each of the directors of the Company be and is hereby authorised to do all such acts and things and sign, agree, ratify or execute all such documents and take all such steps as the director in his/her discretion may consider necessary, appropriate, desirable or expedient to implement, give effect to or in connection with the Sale and Purchase Agreement and any of the transactions contemplated thereunder.

Member’s Signature(s):

(Note 5)

Dated this day

of , 2023

Notes:

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

2. Full name(s) and address(es) must be inserted in CAPITAL LETTERS.

3. A member of the Company (‘‘Member’’) is entitled to appoint one (or, if he/she/it holds two or more Shares, more than one) proxy of his/her/its choice to vote instead of him/her/it theprovidedwordsthat‘‘theeachchairmanproxy ofis theappointedmeetingtoorexercise’’ and insertthe rightsin CAPITALattachedLETTERSto the Share(s)the nameheldandby theaddressMember.of theApersonproxyappointedneed not beas thea Member.proxy inIfthesuchspacean appointmentprovided. Forisappointmentmade, pleaseofdeletemore than one proxy, the original form of proxy may be photocopied for use.

4. THEIMPORTANT:the totalRESOLUTION(S),number IFof YOUSharesWISHPLEASEheld. IfTOonlyTICKVOTEpartTHEofFORtheAPPROPRIATETHEshareholdingRESOLUTION(S),is BOXto be MARKEDvoted,PLEASEplease‘‘AGAINSTstateTICKtheTHErelevant’’. IfAPPROPRIATEa ‘‘number✓’’ is putof SharesunderBOXtheunderMARKEDcolumnsthe column(s)‘‘For‘‘FOR’’ or’’‘‘.‘‘ForIFAgainst’’YOUor ‘‘’’Against,WISHit will’’TObe. IfdeemedVOTEthis formAGAINSTto ofrelateproxyto is returned duly signed but without a specific direction, the proxy will cast your vote(s) or abstain from voting at his/her discretion. Save to the extent of any instructions as aforesaid, this form of proxy gives absolute authority to the proxy to do all such things (including voting or abstaining as he/she may at his/her absolute discretion consider appropriate) that the appointing Member may do in respect of any business which may be transacted at EGM.

5. This form of proxy must be signed by the appointor or his/her/its attorney duly authorised in writing, or if such appointor is a corporation, either given under its common seal or under the hand of an officer or attorney duly authorised.

6. mustTo bebevalid,depositedthis format theofCompanyproxy, duly’s sharesignedregistrar,and completed,Tricor TengistogetherLimitedwith the(‘‘Registrarpower of ’’attorney), at 17/F.,or otherFar EastauthorityFinance(if Centre,any) under16 Harcourtwhich it Road,is signedHong(orKonga notariallynot lesscertifiedthan 48copyhoursthereof)before the time appointed for holding EGM or its adjournment (as the case may be). The contact phone number of the Registrar is (852) 2980 1333.

7. Where there are joint registered holders of any Shares, any one of such joint holders may attend and vote at EGM or any adjournment thereof (as the case may be), either in person or by proxy, in respect of such Shares as if he/she/it were solely entitled thereto; but if more than one of such joint holders are present at EGM or any adjournment thereof (as the case may be) personally or by proxy, then one of such holders so present whose name stands first in the Register of Members in respect of such Shares will alone be entitled to vote in respect thereof.

8. Completion and return of this form of proxy does not preclude a Member from attending in person and voting at EGM or its adjournment (as the case may be) should he/she so wish. In such case, the said form(s) of proxy shall be deemed to be revoked.

9. Any alterations made in this or any photocopied form of proxy must be initialled by the person who signs it. 10. Pursuant to Rule 13.39(4) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, voting on all resolutions set out in the notice of EGM will be 11. decidedThe Companyby wayreservesof a pollitsatrightsEGM.to treat any form of proxy which has been incorrectly completed in some manner as valid if such incorrectness is considered, at the Company’s absolute discretion, not material.

10. A Member or his/her/its proxy should produce proof of identity when attending EGM. If a corporate Member appoints its representative to attend EGM, such representative should produce proof of identity and a copy of the resolution of the board of directors or other governing body of that Member appointing such representative to attend EGM. PERSONAL INFORMATION COLLECTION STATEMENT

11. (i) ‘‘Personal Data’’ in this statement has the same meaning as ‘‘personal data’’ in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (‘‘PDPO’’). (ii) Your supply of Personal Data to the Company is on a voluntary basis. If you fail to provide sufficient information, the Company may not be able to process your appointment of proxy and instructions.

12. (iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, the Registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for verification and record purposes.

13. (iv) 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 by mail to the Registrar at the above address.

This Proxy Form is made in English and Chinese. In case of any inconsistency, the English version shall prevail.