Pacific Legend Group Limited — Proxy Solicitation & Information Statement 2020

Apr 20, 2020

Pacific Legend Group Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8547)

PROXY FORM

Form of proxy for use by Shareholders at the annual general meeting to be held at Function Room 1, Core E, Level 3, Cyberport 3, 100 Cyberport Road, Hong Kong on Monday, 25 May 2020 at 10:00 a.m. (or any adjournment thereof)

I/We (note a) of being the holder(s) of (note b) share(s) of HK$0.01 each (“ Share(s) ”) of Pacific Legend Group Limited (the “ Company ”) hereby appoint the Chairman of the annual general meeting (the “ Meeting ”) of the Company or

of to act as my/

our proxy (note c) at the Meeting to be held at Function Room 1, Core E, Level 3, Cyberport 3, 100 Cyberport Road, Hong Kong on Monday, 25 May 2020 at 10:00 a.m. and at any adjournment thereof and 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).

		FOR	AGAINST
1.	To receive and approve the audited financial statements and the reports of the directors and the auditor of the Company for the year ended 31 December 2019
2.	(a) To re-elect Mr. Roderick Donald Nichol as an independent non- executive director
	(b) To re-elect Ms. Elaine June Cheung as an independent non-executive director
	(c) To re-elect Ms. Lale Kesebi as an independent non-executive director
	(d) To authorise the board of directors of the Company to fix the remuneration of the directors
3.	To re-appoint Baker Tilly Hong Kong Limited as the auditor of the Company and authorise the board of directors of the Company to fix its remuneration
4.	To grant a general and unconditional mandate to the directors of the Company to allot, issue or otherwise deal with the unissued shares of the Company and to make or grant offers, agreements and options to the extent of not more than 20% of the number of issued shares of the Company#
5.	To grant a general mandate to the directors of the Company to purchase the Company’s Shares to the extent of 10% of the number of issued shares of the Company#
6.	Conditional on the passing of resolutions numbered 4 and 5, to extend the issue mandate under resolution numbered 4#.

Full text of the relevant resolution is set out in the notice dated 20 April 2020 convening the Meeting.

Dated:

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

Notes:

• a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS .

• 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 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 (the “ 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 branch share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time of the Meeting or any adjournment thereof.

• 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

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 (“ 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 authorised 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/Privacy Compliance Officer of Tricor Investor Services Limited at the above address.