MS Group Holdings Limited — AGM Information 2022

Apr 28, 2022

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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 Thursday, 2 June 2022 at 11:00 a.m. and at any“ AGM adjournment Notice ”) andthereofto voteforfortheme/uspurposein my/ourof consideringname(s)and,in respectif thoughtof thefit,saidpassingresolutionsthe resolutionsas indicatedset outbelow:in the notice convening the said meeting (the

		the registered holder(s) of2ordinary shares of HK$0.01 each in the share capital of Fullsun International Holdings Co., Limited (the “Company”), HEREBY APPOINT3ing 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 theany to be held at Room 1703-1704, World-Wide House, 19 Des Voeux Road Central, Central, Hong Kong on Thursday, 2 June 2022 at 11:00 a.m. and atdjournment thereof for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the said meeting (the Notice”) and to vote for me/us in my/our name(s) in respect of the said resolutions as indicated below:	the registered holder(s) of2ordinary shares of HK$0.01 each in the share capital of Fullsun International Holdings Co., Limited (the “Company”), HEREBY APPOINT3ing 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 theany to be held at Room 1703-1704, World-Wide House, 19 Des Voeux Road Central, Central, Hong Kong on Thursday, 2 June 2022 at 11:00 a.m. and atdjournment thereof for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the said meeting (the Notice”) and to vote for me/us in my/our name(s) in respect of the said resolutions as indicated below:	the registered holder(s) of2ordinary shares of HK$0.01 each in the share capital of Fullsun International Holdings Co., Limited (the “Company”), HEREBY APPOINT3ing 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 theany to be held at Room 1703-1704, World-Wide House, 19 Des Voeux Road Central, Central, Hong Kong on Thursday, 2 June 2022 at 11:00 a.m. and atdjournment thereof for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the said meeting (the Notice”) and to vote for me/us in my/our name(s) in respect of the said resolutions as indicated below:	the registered holder(s) of2ordinary shares of HK$0.01 each in the share capital of Fullsun International Holdings Co., Limited (the “Company”), HEREBY APPOINT3ing 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 theany to be held at Room 1703-1704, World-Wide House, 19 Des Voeux Road Central, Central, Hong Kong on Thursday, 2 June 2022 at 11:00 a.m. and atdjournment thereof for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the said meeting (the Notice”) and to vote for me/us in my/our name(s) in respect of the said resolutions as indicated below:	the registered holder(s) of2ordinary shares of HK$0.01 each in the share capital of Fullsun International Holdings Co., Limited (the “Company”), HEREBY APPOINT3ing 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 theany to be held at Room 1703-1704, World-Wide House, 19 Des Voeux Road Central, Central, Hong Kong on Thursday, 2 June 2022 at 11:00 a.m. and atdjournment thereof for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the said meeting (the Notice”) and to vote for me/us in my/our name(s) in respect of the said resolutions as indicated below:	the registered holder(s) of2ordinary shares of HK$0.01 each in the share capital of Fullsun International Holdings Co., Limited (the “Company”), HEREBY APPOINT3ing 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 theany to be held at Room 1703-1704, World-Wide House, 19 Des Voeux Road Central, Central, Hong Kong on Thursday, 2 June 2022 at 11:00 a.m. and atdjournment thereof for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the said meeting (the Notice”) and to vote for me/us in my/our name(s) in respect of the said resolutions as indicated below:	the registered holder(s) of2ordinary shares of HK$0.01 each in the share capital of Fullsun International Holdings Co., Limited (the “Company”), HEREBY APPOINT3ing 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 theany to be held at Room 1703-1704, World-Wide House, 19 Des Voeux Road Central, Central, Hong Kong on Thursday, 2 June 2022 at 11:00 a.m. and atdjournment thereof for the purpose of considering and, if thought fit, passing the resolutions set out in the notice convening the said meeting (the Notice”) and to vote for me/us in my/our name(s) in respect of the said resolutions as indicated below:
		the registered holder(s) of2ordinary shares of HK$0.01 each in the share capital of Fullsun Internation Co., Limited (the “Company”), HEREBY APPOINT3
		ing him, the Chairman of the meeting as my/our proxy to attend and vote for me/us and on my/our behalany to be held at Room 1703-1704, World-Wide House, 19 Des Voeux Road Central, Central, Hong Kong on Thdjournment thereof for the purpose of considering and, if thought fit, passing the resolutions set out in the n Notice”) and to vote for me/us in my/our name(s) in respect of the said resolutions as indicated below:				f at the annual general meursday, 2 June 2022 at 11:00 otice convening the said m
	NO.		RESOLUTIONS			FOR4AGAI		NST4
			ORDINARY RESOLUTIONS
	1.		To receive and adopt the audited consolidated financial statements and the reports of the directorsof the Company (the “Directors”) and the auditors of the Company for the year ended 31December 2021.
	2.		(i)To re-elect each as a separate resolution, the following Directors:
			(a)Mr. Pan Haoran, 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
			(ii)To authorize the board of Directors to fix the Directors’ remuneration.
	3.		To re-appoint PKF Hong Kong Limited as the auditors of the Company and authorise the board ofDirectors to fix the auditor’s remuneration.
	4A.		To grant a general mandaCompany not exceeding 10	te to the Directors to repurchase the shares (the “Shares”) of the% of the issued Shares.
	4B.		To grant a general mandate20% of the issued Shares.	to the Directors to allot, issue and deal with the Shares not exceeding
	4C.		To add the repurchased Sh4B.	ares to the general mandate granted to the Directors under Resolution
	Dated tNotes:1.2.3.4.5.6.	hi	sday of2022SignatureFull name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint holders should be stated.Please insert the number of shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relain your name(s).Insert inBLOCK CAPITALSthe name and address of the proxy desired in the space provided. If no name is inserted, the Chairmember entitled to attend and vote at the meeting shall be entitled to appoint another person as his proxy to attend and vote insthe Company.IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTBOX MARKED “AGAINST”. Failure to complete the box will entitle your proxy to cast his/her vote at his/her discretion.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 eithe hand of an officer or attorney duly authorised.
						(s	)
					ed to relahe Chaird vote ins	tmt	e to all the shares of the Compaan of the meeting will act as yoead of him. A proxy need not b	ny registeredur proxy. Anye a member of
						E	AGAINST THE RESOLUTIOer executed under its common	N, TICK THE seal or under
						th
			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 excland for this purpose seniority will be determined by the order in which the names stand in the register of members.

1. 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.

2. 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.

3. 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.