Roma (meta) Group Limited — Proxy Solicitation & Information Statement 2014

Apr 16, 2014

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ROMA GROUP LIMITED

羅 馬 集 團 有 限 公 司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 8072)

PROXY FORM

Form of proxy for use by shareholders of Roma Group Limited (the ‘‘Company’’) at the extraordinary general meeting to be held at Unit 3806, 38th Floor, China Resources Building, 26 Harbour Road, Wanchai, Hong Kong at 10:00 a.m. on Wednesday, 7 May 2014 (or any adjournment thereof)

I/We (note a)

of

being the holder(s) of

(note b) shares of HK$0.001 each of the Company (the ‘‘Shares’’) hereby appoint the Chairman of the extraordinary general meeting (‘‘Meeting’’) of the Company or

of

to act as my/our proxy (note c) at the Meeting to be held at Unit 3806, 38th Floor, China Resources Building, 26 Harbour Road, Wanchai, Hong Kong at 10:00 a.m. on Wednesday, 7 May 2014 and at any adjournment thereof and to 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).

as hereunder indicated (note d).	as hereunder indicated (note d).	as hereunder indicated (note d).
				AGAINST
			FOR	AGAINST
	1.	To approve the Bonus Issue (as defined in the circular of the Company dated 16 April2014 (the ‘‘Circular’’)) on the terms and conditions set out in the Circular and theissue and allotment of the Bonus Shares (as defined in the Circular) and to authorisethe directors of the Company to do all such acts and things as may be necessary togive effect to the resolution.
	2.	To elect Mr. Ko Wai Lun Warren as an independent non-executive director of theCompany.

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 in the capital
	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 extraordinary general meeting (‘‘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 (‘‘P’’) the box marked ‘‘For’’ against such resolution. If you wish to vote against a resolution, please
	tick (‘‘P’’) 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 Hong Kong branch share registrar, Tricor Investor Services Limited, at Level 22, Hopewell Centre,
	183 Queen’s Road East, Hong Kong not later than 48 hours before the time of the Meeting or any adjourned meeting.
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.

• For identification purpose only