Roma (meta) Group Limited — Proxy Solicitation & Information Statement 2019

Jul 25, 2019

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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 form for use by shareholders at the extraordinary general meeting to be held at 22/F., China Overseas Building, 139 Hennessy Road, Wanchai, Hong Kong at 11:45 a.m. on Tuesday, 20 August 2019 (or any adjournment thereof).

I/We[note][1]

of

being the registered holder(s) of[note][2]

ordinary shares of HK$0.064 each (‘‘Shares’’) in the share capital of ROMA GROUP LIMITED (‘‘Company’’), HEREBY APPOINT the chairman of the extraordinary general meeting of the Company (‘‘Meeting’’), or

of

to act as my/our proxy[note][3] to attend for me/us and on my/our behalf at the Meeting (or at its adjournment) to be held at 22/F, China Overseas Building, 139 Hennessy Road, Wanchai, Hong Kong on Tuesday, 20 August 2019 at 11:45 a.m. 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 on a poll. Unless otherwise defined, capitalised terms used in this form of proxy shall have the same meaning as those defined in the circular of the Company dated 25 July 2019.

• ORDINARY RESOLUTION FOR[note][4] AGAINST[note][4]

• 1. To approve the Share Consolidation and the transactions contemplated thereunder as set out in the EGM Notice*. SPECIAL RESOLUTION
• 1. To approve the Capital Reduction, the Share Sub-division and the transactions contemplated thereunder as set out in the EGM Notice*.

• The full text of the resolution is set out in the EGM Notice contained in the circular of the Company dated 25 July 2019 which is sent to the shareholders of the Company together with this proxy form.

Dated this day of 2019. Shareholder’s signature Notes: 1. Full name(s) and address(es) must be inserted in BLOCK CAPITALS. The names of all joint holders should be stated. 2. Please insert the number of Shares registered in your name(s) to which the proxy relates. If no number is inserted, th registered in your name(s). 3. A proxy need not be a member of the Company (‘‘Members’’). If you wish to appoint some person other than the chairma chairman of the extraordinary general meeting of the Company (‘‘Meeting’’), or’’ and insert the name and address of the p attend and vote at the Meeting is entitled to appoint in written form one or, if he is the holder of two or more Shares, mor 4. If you wish to vote for any of the resolutions set out above, please tick (‘‘P’’) the boxes marked ‘‘For’’. If you wish to v marked ‘‘Against’’. If the form returned is duly signed but without specific direction on any of the proposed resolutions, the resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to discretion. 5. In the case of joint holders of Shares, any one of such joint holders may vote, either in person or by proxy, in respect of such one of such joint holders are present at the Meeting personally or by proxy, that one of the said persons so present whose nam be entitled to vote in respect thereof. 6. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his/her attorney duly authorised in under the hand of an officer or attorney duly authorised. 7. In order to be valid, the form of proxy must be in writing under the hand of the appointor or of his/her attorney duly authorised or under the hand of an officer or attorney duly authorised, and must be deposited with the Hong Kong branch share registrar an Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong (together with the power of att notarially certified copy thereof) not less than 48 hours before the time fixed for holding of the Meeting (i.e. by 11:45 a.m. on 8. For the purpose of determining Members who are qualified for attending the Meeting, the register of Members will be closed during which period no transfer of the Shares will be effected. In order to qualify for attending the Meeting, all transfers of lodged with the Branch Registrar at the above address by no later than 4:30 p.m. on 14 August 2019. 9. Completion and delivery of the form of proxy should not preclude a Member from attending and voting in person at the Meetin appointing a proxy shall be deemed to be revoked. 10. Any alteration made to this form of proxy should be initialled by the person who signs the form. 11. All times and dates specified herein refer to Hong Kong local times and dates.

notes 5-11 is form of proxy will be deemed to relate to all the Shares n of the Meeting as your proxy, please delete the words ‘‘the erson appointed in the space provided. A Member entitled to e proxies to attend and vote instead of him. ote against any of the resolutions, please tick (‘‘P’’) the boxes proxy will vote or abstain at his/her discretion in respect of all that particular proposed resolution, vote or abstain at his/her Share as if he/she were solely entitled thereto, but if more than e stands first on the register in respect of such share shall alone writing, or if the appointor is a corporation, either under seal or in writing, or if the appointor is a corporation, either under seal, d transfer office of the Company (‘‘Branch Registrar’’), Tricor orney or other authority, if any, under which it is signed or a 18 August 2019) or any adjournment thereof. from 15 August 2019 to 20 August 2019 (both days inclusive), Shares accompanied by the relevant share certificates must be g or any adjournment thereof and in such event, the instrument

PERSONAL INFORMATION COLLECTION STATEMENT

• (i) ‘‘Personal Data’’ in this statement has the same meaning as ‘‘personal data’’ in the Personal Data (Privacy) Ordinance, Chapter 486 of the laws of Hong Kong (‘‘PDPO’’). (ii) Your supply of Personal Data to the Company is on a voluntary basis. If you fail to provide sufficient information, the Company may not be able to process your appointment of proxy and instructions.

• (iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, the share registrar and transfer office, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for verification and record purposes.

• (iv) YouPersonalhaveDatathe shouldright toberequestin writingaccessandtosentand/orto thecorrectionCompanyof’s Hongyour PersonalKong branchDatasharein accordanceregistrar andwithtransferthe provisionsoffice, Tricorof theInvestorPDPO. ServicesAny suchLimitedrequestbyforpost.access to and/or correction of your * For identification purpose only