Shing Chi Holdings Limited — Proxy Solicitation & Information Statement 2019

Aug 7, 2019

SHING CHI HOLDINGS LIMITED 成志控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1741)

FORM OF PROXY FOR USE AT THE EXTRAORDINARY GENERAL MEETING (OR ANY ADJOURNMENT THEREOF)

I/We [(note][1)]

of being the registered holder(s) of ordinary share(s) [(note][2)] of HK$0.01 each in the capital of SHING CHI HOLDINGS LIMITED 成志控股有限公司 (the “Company ”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING or [(note][3)] of as my/our proxy to attend at the extraordinary general meeting (the “ EGM ”) of the Company to be held at 6/F., Kai Tak Commercial Building, Nos. 317-319 Des Voeux Road Central, Sheung Wan, Hong Kong on 27 August 2019, Tuesday at 10:00 a.m. (and at any adjournment thereof) and vote for me/us as indicated below [(note][4)] .

• SPECIAL RESOLUTIONS FOR AGAINST

• 1. Subject to the approval of the Registrar of Companies in the Cayman Islands, the English name of the Company be changed from “Shing Chi Holdingsname“日贏控股有限公司in ChineseLimited”” of(thetothe“Ri“ Proposed CompanyYing Holdings Change be changed of Limited” Company from and“成志控股有限公司 Name the dual”)”; andforeign”anyto one director of the Company be and is hereby authorised for and on behalf of the Company to execute all such documents and do all such acts and things as he may in his absolute discretion consider to be necessary, desirable, appropriate or expedient to implement and/or to give effect to the foregoing.
• 1. Subject to the Proposed Change of Company Name becoming effective and with effect from the date of issue of the certificate of incorporation on change of name by the Registrar of Companies in the Cayman Islands, the memorandum and articles of association of the Company be amended by replacing限公司” withall references“Ri Ying thereinHoldingsto Limited“Shing Chi日贏控股有限公司Holdings Limited”; and成志控股有any one director of the Company be and is hereby authorised for and on behalf of the Company to execute all such documents and do all such acts and things as he may in his absolute discretion consider to be necessary, desirable, appropriate or expedient to implement and/or to give effect to the foregoing.

Dated	day	of	2019	Signature(s)
Notes:

1. Please insert full name(s) and address(es) 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 the shares registered in the name(s) of the holder appearing in this form of proxy.

3. Please insert the name and address of the proxy. If no name is inserted, the chairman of the meeting will act as the proxy. A shareholder may appoint one or more proxies to attend, speak and vote in his/her stead at the meeting provided that each proxy is appointed to represent the respective number of shares held by the shareholder as specified in the relevant forms of proxy. The proxy does not need to be a shareholder of the Company.

4. If you wish to vote for a resolution, tick (�) in the relevant box below marked “FOR”. If you wish to vote against a resolution, tick (�) in the relevant box below marked “AGAINST”. If you wish to use less than all your votes, or to cast some of your votes “FOR” and some of your votes “AGAINST” a particular resolution, you must write the number of votes in the relevant box(es). Failure to tick either box or write the number of votes in the box in respect of a resolution will entitle your proxy to cast your vote in respect of that resolution at his/her discretion or to abstain from voting. Your proxy will also be entitled to vote at his/her discretion or to abstain from voting on any resolution properly put to the meeting other than those referred to in the notice of the EGM.

5. This form of proxy must be signed by you or your agent duly authorised in writing or, in the case of a corporation, must either be executed under its common seal or be signed by an officer or agent duly authorised in writing.

6. In the case of joint registered holders of any shares, any one of such persons may vote at the EGM, either personally or by proxy, in respect of such shares as if he/she were solely entitled thereto but the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holders and, for this purpose, seniority shall be determined by the order in which the names stand in the Company’s register of members in respect of the relevant joint holding.

7. To be valid, the completed form of proxy must be received by the Company’s Hong Kong branch share registrar and transfer office, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong at least 48 hours before the time appointed for holding the EGM or any adjourned meeting (as the case may be). If a form of proxy is signed by an attorney of a shareholder who is not a corporation, the power of attorney or other authority under which it is signed or a certified copy of that power of attorney or authority (such certification to be made by either a notary public or a solicitor qualified to practice in Hong Kong) must be delivered to the Company’s Hong Kong branch share registrar and transfer office together with the form of proxy.

8. Any alteration made to this form of proxy should be initialed by the person who signed the form.

9. Completion and return of this form of proxy will not preclude you from attending and voting in person at the EGM or any adjourned meeting (as the case may be) if you so wish. If you attend and vote at the EGM, this form of proxy will be deemed to be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

Yourappointmentsupply ofof ayourproxyand(oryourproxies)proxy’sand (oryourproxies’)voting instructionsname(s) andforaddress(es)the EGM ofistheon Companya voluntary(thebasis“ Purposes for the”).purposeWe mayoftransferprocessingyour andyouryourrequestproxy’sfor the(or proxies’) name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to Tricor Investor Services Limited at the above address.