Swire Pacific Limited 'A' — Proxy Solicitation & Information Statement 2022

Apr 21, 2022

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Proxy Form

Form of Proxy for the Annual General Meeting to be held on 1 June 2022 at 11:30 a.m.

I/We (note 1)

of

being the holder(s) of (note 2)

Shares of the abovenamed Company

hereby appoint (note 3) the Chairman of the Meeting or

of

or (email address)

or failing him

of

or (email address)

to act as my/our proxy at the Annual General Meeting of the Company to be held on 1 June 2022 at 11:30 a.m. and at any adjournment or postponement thereof and to vote on my/our behalf as directed below.

Please indicate with a “√ ” in the spaces provided how you wish your vote(s) to be cast on a poll. Should this form be returned duly signed, but without a specific direction, the proxy will vote or abstain at his/her discretion.

ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	FOR	AGAINST
1	To receive and consider the Audited Financial Statements and the Reports of the Directors
	and Auditor for the year ended 31 December 2021.	❐	❐
2	To declare a Final Dividend.	❐	❐
3	(i)To re-elect Mr Kwok Ping Ho as director.	❐	❐
	(ii) To re-elect Mr Wong Ho Ming, Augustine as director.	❐	❐
	(iii) To re-elect Mr Kwong Che Keung, Gordon as director.	❐	❐
	(iv) To re-elect Mr Wu King Cheong as director.	❐	❐
	(v) To re-elect Mr Au Siu Kee, Alexander as director.	❐	❐
4	To re-appoint Auditor and authorise the Directors to fix the Auditor’s remuneration.	❐	❐
5	To approve the Ordinary Resolutions in item no. 5 of the Notice of Annual General Meeting
	(A) To give a general mandate to the Directors to buy back Shares.	❐	❐
	(B) To give a general mandate to the Directors to allot new Shares.	❐	❐
	(C) To authorise the Directors to allot new Shares equal to the total number of Shares
	bought back by the Company.	❐	❐

• I/We hereby acknowledge and confirm as follows:

1. I/we am/are duly authorised by my/our proxy to provide his/her personal information (including the email address) above;

2. (where an email address is provided) the Company and its agents are authorised to send the login details to access the online platform to my/our proxy through the email address provided above;

3. I have checked and ensured that all information provided in this form of proxy is accurate and complete. Neither the Company nor any of its directors, officers or agents accepts any responsibility or has any liability whatsoever in respect of the accuracy or completeness of the information provided, or in connection with the loss or transmission of the login details or any use of the login details for voting or otherwise;

4. if I/we or my/our proxy cast my/our votes through the online platform, such votes cast are irrevocable once the voting session of the Meeting ends; and 5. if my/our proxy has not received the login details by email by 11:30 a.m. on Tuesday, 31 May 2022, I/we understand that I/we should reach out to the Company’s share registrar, Computershare Hong Kong Investor Services Limited (the “Company’s Registrar”) for assistance.

Signature:

In the presence of

Date: 2022

Witness:

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 the Shares of the Company registered in your name(s).

• 3 If you wish to appoint a 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 proxy in the space provided. If you wish to allow your proxy to attend the Annual General Meeting through the online platform, please insert his/her email address. The email address so provided will be used by the Company or its agents for sending the login details for accessing the online platform and, therefore, you and your proxy should ensure that the email address provided is appropriately secure for this purpose and are responsible for keeping the login details in safe custody for use at the Meeting.

• 4 If this form is returned duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his/her 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/her discretion. A proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those set out in the notice convening the Meeting.

• 5 A proxy need not be a member of the Company.

• 6 Where there are joint registered holders of any Share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such Share as if he/she were solely entitled thereto, but if more than one of such joint holders are present at the 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. The joint registered holders will only be given one pair of login username and password for accessing the online platform to attend the Annual General Meeting.

• 7 In the case of a corporation this form of proxy must be under its common seal or under the hand of an officer or attorney duly authorised.

• 8 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 Company’s Registrar at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours (excluding any part of a day that is a public holiday) before the time appointed for holding the Meeting (i.e. at or before 11:30 a.m., 30 May 2022) or any adjournment or postponement thereof or, in the case of poll taken more than 48 hours after it was demanded, not less than 24 hours (excluding any part of a day that is a public holiday) before the time appointed for the taking of the poll. Completion and return of the form of proxy will not preclude you from attending and voting in person (whether physically or by means of electronic facilities) at the Meeting if you so wish, and in such event, this form of proxy will be deemed to have been revoked.

• 9 Any alterations made in this form should be initialled by person(s) who sign(s) the form.

• 10 The Notice of Annual General Meeting is set out in the circular of the Company dated 22 April 2022.

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) The supply of your Personal Data and that of your proxy 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 and that of your proxy may be disclosed or transferred by the Company to its subsidiaries, the Company’s Registrar or its agents, contractors or third-party service providers, 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) By providing your proxy’s Personal Data in this proxy form, you should have obtained the express consent (which has not been withdrawn in writing) from your proxy in using his/her Personal Data provided in this proxy form and that you have informed your proxy of the purpose for and the manner in which his/her Personal Data may be used.

• (v) You and your appointed proxy 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 should be in writing and sent to the Personal Data Privacy Officer of the Company’s Registrar by post or by email to PrivacyOfficer@computershare.com.hk.

• (vi) Please refer to the Privacy Policy Statement of the Company which is available on the website of the Company (www.hld.com) for further details.