SV Vision Limited — Proxy Solicitation & Information Statement 2019

Mar 27, 2019

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Icicle Group Holdings Limited 冰 雪集 團 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8429)

Proxy Form for use at the Annual General Meeting to be held on 19 June 2019

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 Icicle Group Holdings Limited (the ‘‘Company’’) HEREBY APPOINT THE CHAIRPERSON/CHAIRMAN OF THE MEETING or[(Note][3)]

of

as my/our proxy to attend the annual general meeting of the Company (the ‘‘Meeting’’) (and at any adjournment thereof) to be held at Unit 4, 12/F, 18 King Wah Road, North Point, Hong Kong on Wednesday, 19 June 2019 at 10:00 a.m. and to vote for me/us and in my/our name(s) as indicated below[(note][4)] .

vote for me/us and in my/our name(s) as indicated below (note 4).	vote for me/us and in my/our name(s) as indicated below (note 4).
			AGAINST (Note 4)
ORDINARY RESOLUTIONS		FOR (Note 4)	AGAINST (Note 4)
1.	To receive and consider the audited consolidated financial statements of theCompany for the year ended 31 December 2018 and the report of thedirectors and the independent auditor’s report.
2.	To declare a final dividend of HK0.15 cent per ordinary share of theCompany for the year ended 31 December 2018.
3.	(a) (i)To re-elect Ms. Woo Chan Tak Chi Bonnie as an executivedirector of the Company (the ‘‘Director’’).
	(ii) To re-elect Mr. Chow Sai Yiu Evan as a non-executive Director.
	(b) To authorise the board of Directors to fix the remuneration of theDirectors.
4.	To re-appoint Moore Stephens CPA Limited as auditor of the Company forthe ensuring year and to authorize the Board to fix the remuneration ofauditor.
5.	To grant a general mandate to the directors to allot and issue new ordinaryshares of the Company (Ordinary Resolution No. 5 of the notice of theMeeting).
6.	To grant a general mandate to the directors to repurchase ordinary sharesof the Company (Ordinary Resolution No. 6 of the notice of the Meeting).
7.	To extend the general mandate granted to the directors to issue newordinary shares of the Company (Ordinary Resolution No. 7 of the noticeof the Meeting).

1. Shareholder’s Signature[(Note][5)] :

day of

Dated the

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.

2. Please insert the number of ordinary shares of HK$0.01 each of the Company (‘‘Shares’’) registered in your name(s). If no number is inserted, the proxy form will be deemed to relate to all the Shares of the Company registered in your name(s).

3. If any proxy other than the Chairperson/Chairman is preferred, strike out ‘‘THE CHAIRPERSON/CHAIRMAN OF THE MEETING or’’ and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE BOX MARKED ‘‘FOR’’ BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE BOX MARKED ‘‘AGAINST’’ BESIDE THE APPROPRIATE RESOLUTION. Failure to complete any or all boxes will entitle your proxy to cast his votes on the relevant resolutions at his 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 proxy form must be signed by you or your attorney duly authorised in writing or, in the case of a corporation must be either under its common seal or under the hand of an officer or attorney duly authorised.

6. Where there are joint registered holders of any Share, any one of such persons may vote at any meeting, either personally or by proxy, in respect of such Share as if he was solely entitled thereto; but if more than one of such joint holders be present at any meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such Share shall alone be entitled to vote in respect thereof.

7. To be valid, the proxy form together with any power of attorney or other authority (if any) under which it is signed or notarially certified copy thereof, must be deposited with the Hong Kong branch share registrar and transfer office of the Company, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not less than 48 hours before the time for holding the Meeting or any adjournment thereof.

8. Any member of the Company entitled to attend and vote at the Meeting shall be entitled to appoint another person as his proxy to attend and vote instead of him. A proxy need not be a member of the Company but must attend the Meeting in person to represent you.

9. Completion and deposit of the proxy form will not preclude you from attending and voting at the Meeting should you so wish.

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 other instructions.

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

• (iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing to the Personal Data Privacy Officer of Tricor Investor Services Limited.