Prosper Construction Holdings Limited — Proxy Solicitation & Information Statement 2020

Mar 13, 2020

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瑞 港 建 設 控 股 有 限 公 司 PROSPER CONSTRUCTION HOLDINGS LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 6816)

Form of Proxy for the Extraordinary General Meeting to be held on Monday, 30 March 2020 (or any adjournment thereof)

I/We[1] (name) of (address) being the registered holder(s) of shares[2] of HK$0.01 each in the share capital of Prosper Construction Holdings Limited (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 extraordinary general meeting (the ‘‘Meeting’’) of the Company to be held at United Conference Centre, 10th Floor, United Centre, 95 Queensway, Admiralty, Hong Kong on Monday, 30 March 2020 at 2:30 p.m. and at any adjournment thereof in respect of the resolutions (with or without modification) as indicated below or, if no such indication given, as my/our proxy thinks fit.

Capitalised terms used in this proxy form shall have the same meaning as those defined in the circular of the Company dated 13 March 2020 unless content requires otherwise.

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast[4] .

	ORDINARY RESOLUTION*	ORDINARY RESOLUTION*	FOR4	AGAINST4
1	1	(a) To approve, ratify and confirm the entering into of the Landong Construction Contracts and the transactions contemplated thereunder.
		(b) To approve, ratify and confirm the entering into of the Lanxi Construction Contracts and the transactions contemplated thereunder.
		(c) To approve, ratify and confirm the entering into of the 2020 Vessel Chartering Framework Agreement, the transactions contemplated thereunder and the Proposed Annual Caps.
		(d) To authorise any one director of the Company to execute the Construction Contracts, the 2020 Vessel Chartering Framework Agreement and all such other documents and to do all such acts or things for and on behalf of the Company, and to make and agree such variations of a minor or non-material nature in or to the terms of the Construction Contracts and 2020 Vessel Chartering Framework Agreement as he/she may consider appropriate or desirable relating to or in connection with the matters contemplated therein.

• The full text of the resolutions is set out in the notice of the meeting dated 13 March 2020.

Date: Signed[5] :

Notes

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. 2. Please insert the number of shares of HK$0.01 each in the share capital of the Company (‘‘Shares’’) registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all Shares registered in your name(s). 3. If any proxy other than the Chairman of the meeting is preferred, strike out ‘‘THE CHAIRMAN OF THE MEETING or’’ here inserted and insert the name and address of the proxy desired in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. 4. resolution,IMPORTANT:pleaseIf putyou awish‘‘✓’’toin votethe boxFORmarkeda resolution,‘‘AGAINSTplease’’ besideput a ‘‘that✓’’resolution.in the boxFailuremarkedto ‘‘completeFOR’’ besidethe boxesthat resolution.will entitle Ifyouryouproxywish totocastvotehisAGAINSTvote at hisa 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, this form of proxy must be executed under its common seal or under the hand of an officer or attorney duly authorised. 6. If more than one of the joint holders is present at the Meeting in person or by proxy, that one of the joint holders so present whose name stands first in the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof. 7. thereof,To be valid,must thisbe depositedform of proxy,at the togetherCompanywith’s Branchany powerRegistrarof attorneyin Hong(ifKong,any)Tricoror otherInvestorauthorityServices(if any)LimitedunderatwhichLevelit54,is Hopewellsigned or Centre,a notarially183 Queencertified’s Roadcopy East, Hong Kong not less than 48 hours before the time appointed for holding the Meeting or any adjourned meeting. 8. 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) (as the case may be) and, in such event, the form of proxy shall be deemed to be revoked. Any alterations made in this form should be initialled by the person who signs it.

PERSONAL INFORMATION COLLECTION STATEMENT

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