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Plover Bay Technologies Limited AGM Information 2022

Mar 16, 2022

49975_rns_2022-03-16_69884f2b-f121-4b89-bbaa-1468fdd6f7a4.pdf

AGM Information

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(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1523)

Form of proxy for the annual general meeting to be held on 22 April 2022

I/We[1]

(name) of

(address) 2

being the registered holder(s) of shares of HK$0.01 each in the share capital of the above-named Company (the “ Company ”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING[3] or (name) of (address) as my/our proxy to vote and act for me/us at the annual general meeting (the “ Meeting ”) (and at any adjournment thereof) of the Company to be held at Unit 8, 7th Floor of W668, 668/680 Castle Peak Road, Kowloon on 22 April 2022 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the said Meeting and at such Meeting (and at any adjournment thereof) to vote on my/our behalf in respect of the resolutions as indicated below:

ORDINARY RESOLUTIONS FOR4 FOR4 AGAINST4 AGAINST4
1. To receive and approve the audited consolidated financial statements and the directors’
report of the Company and the independent auditor’s report for the year ended 31
December 2021.
2. (a)
To re-elect Mr. Chan Wing Hong Alex as executive director;
(b)
To re-elect Mr. Chau Kit Wai as executive director; and
(c)
To authorise the board of directors to fix the directors’ remuneration.
3. To re-appoint Ernst & Young as auditors of the Company and to authorise the board of
directors to determine their remuneration for the year ending 31 December 2022.
4. To give a general mandate to the directors to allot, issue and deal with additional shares
in the Company not exceeding 20% of the issued share capital of the Company as at the
date of passing this resolution.
5. To give a general mandate to the directors to repurchase the Company’s shares not
exceeding 10% of the issued share capital of the Company as at the date of passing this
resolution.
6. Conditional on the passing of Resolution 4 and 5, to extend the general mandate granted
to the directors to allot and issue additional shares of the Company by the number of
shares repurchased.
SPECIAL RESOLUTION FOR4 AGAINST4
7. To approve the proposed amendments to the existing memorandum of association and
articles of association of the Company and to adopt the new memorandum of association
and articles of association of the Company in substitution for and to the exclusion of the
existing memorandum of association and articles of association of the Company.
Dated this day of 2022
Signed5

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

  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 in the Company registered in your name(s).

  3. If a proxy other than the Chairman of the Meeting is preferred, strike out “ THE CHAIRMAN OF THE MEETING or ” and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT .

  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOX MARKED “AGAINST” . Failure to complete any of the boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.

  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 of a share, 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. In order to be valid, the form of proxy duly completed and signed in accordance with the instructions printed thereon together with the power of attorney or other authority, if any, under which it is signed or a certified copy thereof must be delivered to the office of the Company’s Hong Kong branch share registrar, Tricor Investor Services 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 or any adjournment thereof.

  8. The proxy need not be a member of the Company but must attend the meeting in person to represent you.

  9. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting if you so wish and in such event, your appointment of proxy under any proxy form shall be deemed to be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

Yourand yoursupplyvotingof yourinstructionsand yourforproxy’sthe Meeting(or proxies’)of the name(s)Companyand(theaddress(es)“ Purposes is”).onWea voluntarymay transferbasisyourfor theand purposeyour proxy’sof processing(or proxies’)your name(s)request forandtheaddress(es)appointmentto ourof aagent,proxycontractor(or proxies)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 (Cap. 486, the Laws of Hong Kong) and any such request should be in writing by mail to the Company or Tricor Investor Services Limited at the above address.