Universal Technologies Holdings Limited — Proxy Solicitation & Information Statement 2023

May 29, 2023

UNIVERSAL TECHNOLOGIES HOLDINGS LIMITED 環球實業科技控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1026)

PROXY FORM FOR ANNUAL GENERAL MEETING

I/We, being the registered holder(s) of Universal Technologies Holdings Limited (the “ Company ”), hereby appoint the proxy (Note 1) as specified below or failing him/her, THE CHAIRMAN OF THE MEETING [(Note][1)] to attend and vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at Room A & B2, 11th Floor, Guangdong Investment Tower, No. 148 Connaught Road Central, Sheung Wan, Hong Kong on Road Central, Sheung Wan, Hong Kong on Friday, 30 June 2023 at 11:00 a.m. and at any adjournment thereof in respect of the resolutions as indicated below, or if no such indication is given, as my/our proxy thinks fit.

		Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The	Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The	Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The	Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)	names of all joint holders should be stated.)
		Registered Name
		Registered Address
		Certificate No. (Note 8)
		Registered Holding (Note 2)										Signature (Note 4)
		Date
		Proxy (Note 1) (Complete in ENGLISH BLOCK CAPITALS.)
		Full		Name								No. of Shares (Note 3)
		Full		Address
				ORDINARY RESOLUTIONS										FOR (Note 5)				AGAINST _(Note _					5)
		1.		To receive, consider and adopt the audited financial statements		and		the		reports			of	the
				directors and auditor for the year ended 31 December 2022.
		2.		(a) To re-elect Mr. Chen Jinyang as an executive Director
				(b) To elect Mr. Yeung Kin Chung, Clifton, M.H.	as an independent						non-executive
				Director
				(c) To authorise the Board of Directors of the	Company		to	fix		the		Directors’
				remuneration.
		3.		To re-appoint PKF Hong Kong Limited as the auditor of	the Company and					to	authorise			the
				Board of Directors of the Company to fix their remuneration.
		4.		To grant a general mandate to the Directors to issue, allot and deal		with		additional shares of
				the Company.
		5.		To grant a general mandate to the Directors to buy-back shares of the Company.
		6.		To extend the general mandate to the Directors to allot,	issue and		deal with				the shares			of
				the Company by the number of shares bought-back.
				SPECIAL RESOLUTION										FOR (Note 5)				AGAINST _(Note _					5)
		7.		To adopt the new memorandum of association and articles of association of the Company

Notes:

1. If any proxy other than the chairman of the meeting is preferred, please insert the full name and address of the proxy desired in the space provided. A holder entitled to attend and vote at the meeting of the Company is entitled to appoint one or more proxies to attend and vote on his/her behalf. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. The proxy needs not be a member of the Company, but must attend the meeting (or any adjournment thereof) to represent you.

2. Please insert the number of shares registered in the name of the holder(s).

3. Please insert the number of shares for this proxy. If no number is inserted, this proxy form will be deemed to relate to all the shares registered in the name of the holder(s).

4. This proxy form must be signed and dated by the shareholder or his/her attorney duly authorised in writing. If the shareholder is a company, it should execute this proxy form under its common seal or by the signature(s) of (a) person(s) authorised to sign on its behalf. In the case of joint shareholders, any one shareholder may sign this proxy form. The vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members in respect of the joint shareholding.

5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK ( � ) IN THE RELEVANT BOX BELOW THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK ( � ) IN THE RELEVANT BOX BELOW THE BOX MARKED “AGAINST”. Failure to tick either 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. Your proxy will also be entitled to vote at his/her discretion or to abstain on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

6. In order to be valid, a proxy form and the power of attorney or other authority (if any) under which it is signed, or a certified copy of such power of attorney, must be deposited at the Company’s Hong Kong branch share registrar and transfer office, Hong Kong Registrars Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, not less than 48 hours before the time fixed for holding the meeting or any adjournment thereof.

7. Completion and delivery of this proxy form will not preclude you from attending and voting at the meeting if you so wish.

8. Shareholders are urged to provide at least one certificate number, if at all possible, to facilitate processing.

9. For the avoidance of doubt, we do not accept any special instructions written on this proxy form.

10. Please refer to the notice of this meeting for full text of the resolutions.