Prime Intelligence Solutions Group Limited — AGM Information 2022

Jun 29, 2022

PRIME INTELLIGENCE SOLUTIONS GROUP LIMITED 懶豬科技集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 08379)

Form of Proxy for use at the Annual General Meeting (the ‘‘Meeting’’) of the Company to be held on 10 August 2022 at 11:00 a.m.

I/We (note 1)

of

being the registered holder(s) of

(note 2) shares (the ‘‘Shares’’) of

a par value of HK$0.01 each in the share capital of Prime Intelligence Solutions Group Limited (懶豬科技集團有限公司) (the ‘‘Company’’), HEREBY APPOINT THE CHAIRMAN OF THE MEETING (note 3), or

of

as my/our proxy to attend and act for me/us and on my/our behalf at the Meeting or at any adjournment thereof to be held at 3/F, On Dak Industrial Building, 2–6 Wah Sing Street, Kwai Chung, New Territories, Hong Kong on Wednesday, 10 August 2022 at 11:00 a.m. to vote for me/us and in my/our name(s) in respect of such resolutions as hereunder indicated, or, if no such indication is given, as my/our proxy thinks fit. My/our proxy will also be entitled to vote on any matter properly put to the Meeting in such manner as he/she thinks fit.

• ORDINARY RESOLUTIONS (note 6) FOR (note 4) AGAINST (note 4)

• 1. To receive and consider the audited financial statements and the reports of the directors and the auditors of the Company for the financial year ended 31 March 2022.
• 1. (a) To re-elect Ms. Sun Ngai Chu, Danielle as an executive director of the Company. (b) To re-elect Mr. Mui Pak Kuen as an executive director of the Company. (c) To re-elect Mr. Yam Chiu Fan, Joseph as a non-executive director of the Company. (d) To re-elect Mr. Wong Ching Wan as an independent non-executive director of the Company.

• (e) To authorise the board of directors of the Company to fix the remuneration of the directors of the Company.

• 1. To re-appoint McMillan Woods (Hong Kong) CPA Limited as auditors of the Company and to authorise the board of directors to fix their remuneration.
• 1. To grant a general and unconditional mandate to the directors of the Company to allot, issue and deal with new ordinary shares of the Company not exceeding 20% of its issued share capital as at the date of passing this resolution.
• 1. To grant a general and unconditional mandate to the directors of the Company to repurchase shares of the Company not exceeding 10% of its issued share capital as at the date of passing this resolution.
• 1. To extend the general and unconditional mandate granted to the directors of the Company to allot, issue and deal with additional shares in the share capital of the Company by an amount not exceeding the amount of the shares repurchased by the Company. SPECIAL RESOLUTION (note 6) FOR (note 4) AGAINST (note 4)
• 1. To approve and adopt the new memorandum and articles of association of the Company in substitution for and to the exclusion of the existing memorandum and articles of association of the Company, and to authorise any Director and the company secretary of the Company to do all such acts and things to implement the adoption of the new memorandum and articles of association of the Company.

• Date this day of Signature (note 5)

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) to which the proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all those shares in the Company registered in your name(s).

2. If any proxy other than the Chairman of the Meeting is preferred, strike out the words ‘‘the Chairman of the Meeting’’ 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(S) WHO SIGN(S) IT.

3. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK IN THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK IN THE BOX MARKED ‘‘AGAINST’’. Failure to tick either box will entitle your proxy to cast your vote at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than that referred to in the notice convening the Meeting.

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

5. The full text of the resolutions appears in the notice of the Meeting dated 29 June 2022.

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7. In case of joint registered holders of any share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders are present at the Meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such shares shall alone be entitled to vote in respect thereof.

8. The proxy need not be a member of the Company but must attend the Meeting in person to represent you. 10. Completion and deposit of this form of proxy will not preclude you from attending and voting at the Meeting in person if you so wish. If you attend and vote at the Meeting, the authority of your proxy will be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

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