Pengo Holdings Group Limited — Proxy Solicitation & Information Statement 2023

Jul 28, 2023

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Trendzon Holdings Group Limited 卓航控股集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1865)

FORM OF PROXY FOR USE AT ANNUAL GENERAL MEETING

(Block capitals, please)

I/We (Name) (Block capitals, please) of (Address) being the holder(s) of[(see Note 1)] shares of HK$0.01 each in the capital of Trendzon Holdings Group Limited (the “ Company ”) hereby appoint of

or the chairman of the meeting[(see Note 2)] as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting of the Company (the “ Meeting ”) to be held at 11:00 a.m. on Friday, 1 September 2023 at Suite 2108, Prudential Tower, The Gateway, Harbour City, Hong Kong, and at any adjournment thereof or on any resolution or motion which is proposed thereat. My/Our proxy is authorized and instructed to vote as indicated[(see Note 3)] in respect of the undermentioned resolutions:

to vot	e as indicated(see Note 3)in respect of the undermentioned resolutions:	e as indicated(see Note 3)in respect of the undermentioned resolutions:
	Ordinary Resolutions (see Note 3)		For (see Note 3)	Against (see Note 3)
1	To receive and adopt the audited consolidated financial statements of theCompany and its subsidiaries and the reports of the directors and auditor forthe year ended 31 March 2023.
2	(a)	To re-elect the following retiring directors of the Company:
		(i)Mr. Michael Shi Guan Wah, executive director
		(ii)Mr. Lok Ka Ho, executive director
		(iii)Mr. Qiu Yue, independent non-executive director
	(b)	To authorize the board of directors to fix the remuneration of thedirectors.
3	To re-appoint McMillan Woods (Hong Kong) CPA Limited as independentauditor of the Company and authorize the board of directors of theCompany to fix its remuneration.
4	(A)	To give a general mandate to the directors of the Company to allot,issue and deal with additional shares not exceeding 20% of the
		number of the issued shares of the Company as at the date of thisresolution.
	(B)	To give a general mandate to the directors of the Company torepurchase shares not exceeding 10% of the number of the issuedshares of the Company as at the date of this resolution.
	(C)	To extend the authority given to the directors of the Companypursuant to ordinary resolution no. 4(A) to issue shares by adding tothe issued shares of the Company the number of shares repurchasedunder ordinary resolution no. 4(B).

Date this

day of , 2023 Signature(s)[(see Note 4 & 5)]

IMPORTANT: PLEASE READ NOTES CAREFULLY BEFORE COMPLETING THIS PROXY FORM

Notes:

1. 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 in the capital of the Company registered in your name(s).

2. A shareholder may appoint more than one proxy of his/her own choice. If such an appointment is made, strike out the words “or the chairman of the meeting”, and insert the name(s) of the person(s) appointed as proxy in space provided. Any alteration made to this form of proxy must be initialled by the person who signs it. Completion and delivery of this form of proxy will not preclude shareholders of the Company from attending and voting in person at the Annual General Meeting or any adjourned thereof should they so wish, and in such event, this form of proxy will be deemed to be revoked.

3. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE BOX MARKED “For”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE BOX MARKED “Against”. Failure to tick a box will entitle your proxy to cast your vote at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

4. If the appointor is a corporation, this form must be executed under common seal or under the hand of an officer, attorney, or other person duly authorized on that behalf.

5. In the case of joint holders, the signature of any one holder will be sufficient but the names of all the joint holders should be stated. Where there are joint holders of any share of the Company, any one of such joint holders may vote at the meeting, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the meeting, 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 holders, and for this purpose seniority shall be determined as that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.

6. To be valid, this form of proxy must be completed, signed and deposited at the Hong Kong branch share registrar and transfer office of the Company, Union Registrars Limited, at Suites 3301-04, 33/F, Two Chinachem Exchange Square, 338 King’s Road, North Point, Hong Kong, together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy thereof), as soon as possible but in any event not less than 48 hours before the time for holding the meeting (i.e. before 11:00 a.m. on 30 August 2023).

7. A proxy need not be a member of the Company.

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 Annual General 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 the following means:

By mail to: Union Registrars Limited Suites 3301-04, 33/F, Two Chinachem Exchange Square 338 King’s Road, North Point, Hong Kong By email to: info@unionregistrars.com.hk

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