Royale Home Holdings Limited — Proxy Solicitation & Information Statement 2017

Jun 12, 2017

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ROYALE FURNITURE HOLDINGS LIMITED 皇朝傢俬控股有限公司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1198)

Form of proxy for use by shareholders at the extraordinary general meeting (the ‘‘Meeting’’) of Royale Furniture Holdings Limited (the ‘‘Company’’) to be held at the Room 607, 6/F, Tsim Sha Tsui Centre, 66 Mody Road, Tsim Sha Tsui East, Kowloon, Hong Kong on Friday, 30 June 2017 at 10:00 a.m. or at any adjournment thereof.

I/We[(Note][1)]

of

being the registered holder(s) of

(Note 2) shares of HK$0.1 each in the share capital

of the Company, HEREBY APPOINT THE CHAIRMAN OF THE MEETING or

of

[3)] as my/our proxy[(Note] to attend at the Meeting to be held at the Room 607, 6/F, Tsim Sha Tsui Centre, 66 Mody Road, Tsim Sha Tsui East, Kowloon, Hong Kong on Friday, 30 June 2017 at 10:00 a.m. or at any adjournment thereof as hereunder indicated and, if no such indication is given, as my/our proxy thinks fit.

Please make a mark in the appropriate box to indicate how you wish your proxy to vote[(Note][4)] .

ORDINARY RESOLUTIONS FOR AGAINST 1. To approve, confirm and ratify the Underwriting Agreement and the transactions contemplated thereunder, and to authorise the directors of the Company to take such actions and execute such documents and do all such acts and things incidental to the Underwriting Agreement as he may consider necessary, expedient and appropriate to amend the Underwriting Agreement and to give effect to and implement the terms of the Underwriting Agreement and any transactions as may be contemplated under the Underwriting Agreement. 2. To approve the allotment and issue of the Offer Shares, to approve, confirm and ratify the absence of arrangements for application for the Offer Shares by the Shareholders in excess of their entitlements under the Open Offer, and to authorise any one Director to sign and execute such documents and do all such acts and things incidental to the Open Offer or as he considers necessary, desirable or otherwise expedient in connection with the implementation of or giving effect to the Open Offer and the transactions contemplated thereunder. 3. To approve the Whitewash Waiver and authorise the directors of the Company to do all things and acts and sign all documents which he considers desirable or expedient to implement and/or give effect to any matters relating to or in connection with the Whitewash Waiver. 4. To approve the increase in authorised share capital of the Company from HK$200,000,000 divided into 2,000,000,000 shares of HK$0.10 each to HK$400,000,000 divided into 4,000,000,000 shares by the creation of additional 2,000,000,000 shares of HK$0.10 each.

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Dated the day of 2017
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• Shareholder’s 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). If no number is inserted, this form of proxy will be deemed to relate to all of the shares of the Company registered in your name(s). 3. 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 MEETING or’’ and insert the name and address of the person appointed proxy in the space provided. ANY ALTERATION MADE TO THIS FORM MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

• 1. IMPORTANT: If you wish to vote for the resolution set out above, please tick (‘‘✓’’) the box marked ‘‘For’’. If you wish to vote against the resolution, please tick (‘‘✓’’) the box marked ‘‘Against’’. If this form returned is duly signed but without specific direction on the proposed resolution, the proxy will vote or abstain at his discretion in respect of the resolution.
• 1. 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 its Common Seal or under the hand of an officer or attorney so authorised.
• 1. 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 holder 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.

• officeTo be ofvalid,the thisCompanyform ’ofs branchproxy togethershare registrarwith anyandpowertransferof officeattorneyin Hongor otherKong,authorityTricor(ifTengisany) underLimited,whichat Levelit is signed22, Hopewellor a notariallyCentre, certified183 Queencopy’s Roadof suchEast,powerHongorKongauthoritynot lessmustthanbe depositedforty-eightat(48)the hours before the time appointed for holding the Meeting or any adjournment thereof.

• Completion and delivery of the form of proxy will not preclude you from attending and voting at the Meeting if you so wish and in such event the instrument appointing a proxy should be deemed to be revoked.

• Unless otherwise defined, capitalised terms used in this form of proxy shall have the same meaning as those used in the circular of the Company dated 13 June 2017.

PERSONAL INFORMATION COLLECTION STATEMENT

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• For identification purposes only