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MS Group Holdings Limited AGM Information 2021

Jul 19, 2021

49932_rns_2021-07-19_cabe6926-f091-4cc9-a078-d021925b8c77.pdf

AGM Information

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FULLSUN INTERNATIONAL HOLDINGS GROUP CO., LIMITED 福晟國際控股集團有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 00627)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING

I/We[1] of Groupbeing the registered holder(s) ofCo., Limited (the “ Company[2] ”), HEREBY APPOINT[3] of

ordinary shares of HK$0.01 each in the share capital of Fullsun International Holdings

or failing him, the Chairman of the meeting as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting of the Company to be held at Room 1703-1704, World-Wide House, 19 Des Voeux Road Central, Central, Hong Kong on Wednesday, 18 August 2021 at 10:00 a.m. and at“ AGM any adjournment Notice ”) andthereofto voteforfor theme/uspurposein my/ourof consideringname(s) inand,respectif thoughtof thefit,saidpassingresolutionsthe resolutionsas indicatedsetbelow:out in the notice convening the said meeting (the

NO. RESOLUTIONS
FOR4
AGAINST4
ORDINARY RESOLUTIONS
To receive and adopt the audited consolidated financial statements and the reports of the directors
of the Company (the “Directors”) and the auditor of the Company for the year ended 31 December
2020.
(i)
To re-elect each as a separate resolution, the following Directors:
(a)
Mr. Li Jinrong, as an executive Director;
(b)
Mr. Kong Tat Yee, as an independent non-executive Director;
(c)
Mr. Zheng Zhen, as an independent non-executive Director; and
(d)
Mr. Yau Pak Yue, as an independent non-executive Director.
(ii)
To authorize the board of Directors to fix the Directors’ remuneration.
To re-appoint PKF Hong Kong Limited as the auditor of the Company and authorise the board of
Directors to fix the auditor’s remuneration.
To grant a general mandate to the Directors to allot, issue and deal with the Shares not exceeding
20% of the issued Shares.
To grant a general mandate to the Directors to repurchase the Shares not exceeding 10% of the
issued Shares.
To add the repurchased Shares to the general mandate granted to the Directors under Resolution
4A.
s
day of
2021
Signature(s)
RESOLUTIONS
FOR4
AGAINST4
ORDINARY RESOLUTIONS
To receive and adopt the audited consolidated financial statements and the reports of the directors
of the Company (the “Directors”) and the auditor of the Company for the year ended 31 December
2020.
(i)
To re-elect each as a separate resolution, the following Directors:
(a)
Mr. Li Jinrong, as an executive Director;
(b)
Mr. Kong Tat Yee, as an independent non-executive Director;
(c)
Mr. Zheng Zhen, as an independent non-executive Director; and
(d)
Mr. Yau Pak Yue, as an independent non-executive Director.
(ii)
To authorize the board of Directors to fix the Directors’ remuneration.
To re-appoint PKF Hong Kong Limited as the auditor of the Company and authorise the board of
Directors to fix the auditor’s remuneration.
To grant a general mandate to the Directors to allot, issue and deal with the Shares not exceeding
20% of the issued Shares.
To grant a general mandate to the Directors to repurchase the Shares not exceeding 10% of the
issued Shares.
To add the repurchased Shares to the general mandate granted to the Directors under Resolution
4A.
s
day of
2021
Signature(s)
ORDINARY RESOLUTIONS
1. To receive and adopt the audited consolidated financial statements and the reports of the directors
of the Company (the “Directors”) and the auditor of the Company for the year ended 31 December
2020.
2. (i)
To re-elect each as a separate resolution, the following Directors:
(a)
Mr. Li Jinrong, as an executive Director;
(b)
Mr. Kong Tat Yee, as an independent non-executive Director;
(c)
Mr. Zheng Zhen, as an independent non-executive Director; and
(d)
Mr. Yau Pak Yue, as an independent non-executive Director.
(ii)
To authorize the board of Directors to fix the Directors’ remuneration.
3. To re-appoint PKF Hong Kong Limited as the auditor of the Company and authorise the board of
Directors to fix the auditor’s remuneration.
4A. To grant a general mandate
20% of the issued Shares.
to the Directors to allot, issue and deal with the Shares not exceeding
4B. To grant a general mandat
issued Shares.
e to the Directors to repurchase the Shares not exceeding 10% of the
4C. To add the repurchased Sh
4A.
ares to the general mandate granted to the Directors under Resolution
Dated t hi s
day o
f
2021
Signature(s

Notes:

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

  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 of the Company registered in your name(s).

  3. Insert in BLOCK CAPITALS the name and address of the proxy desired in the space provided. If no name is inserted, the Chairman of the meeting will act as your proxy. Any member entitled to attend and vote at the meeting shall be entitled to appoint another person as his proxy to attend and vote instead of him. A proxy need not be a member of the Company.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE BOX MARKED “AGAINST”. Failure to complete the box will entitle your proxy to cast his/her vote at his/her discretion.

  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 executed under its common seal or under the hand of an officer or attorney duly authorised.

  6. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members.

  7. 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 such power or authority, must be deposited at the branch share registrar of the Company in Hong Kong, Tricor Tengis Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for holding the meeting.

  8. Completion and deposit of this form of proxy will not preclude you from attending and voting at the meeting if you so wish and in such event, the instrument appointing a proxy shall be deemed to be revoked.

  9. Any alteration made in this form should be initialed by the person(s) who sign(s) it.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies)and your voting instructions for the Meeting of the Company (the “ Purposes ”). We may transfer your and your proxy’s (or proxies’) name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Tricor Tengis Limited at the above address.