Zall Smart Commerce Group Ltd. — AGM Information 2022

May 15, 2022

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BISON FINANCE GROUP LIMITED 貝森金融集團有限公司

(Incorporated in Bermuda with limited liability)

(Stock code: 888)

PROXY FORM

ProxyRoad, NorthForm forPoint,the HongAnnualKongGeneralon Monday,Meeting27ofJuneBison2022Financeat 10:30Groupa.m..Limited[(Note][1)] to be held at 6th Floor 18 King Wah

I/We[(Note][3)]

of

being the holder(s) of[(Note][4)]

shares of HK$0.10 each of Bison Finance Group Limited (the ‘‘Company’’) hereby appoint[(Note][2)] the Chairman of the meeting to act as my/our proxy to vote for me/us and on my/our behalf at the Annual General Meeting of the Company (the ‘‘AGM’’) to be held at 6th Floor, 18 King Wah Road, North Point, Hong Kong on Monday, 27 June 2022 at 10:30 a.m. and at any adjournment thereof in connection with the following resolutions:

		ORDINARY RESOLUTIONS
1.	To receive and adopt the Audited Financial Statements, the Directors’ Report and the
	Independent Auditor’s Report for the year ended 31 December 2021.
2.	(A)	(i)To re-elect Mr. XU Peixin as a director of the Company.
		(ii)To re-elect Mr. ZHU Dong as a director of the Company.
		(iii)To re-elect Mr. FENG Zhonghua as a director of the Company.
	(B)	To authorise the board of directors of the Company (the ‘‘Board’’) to fix the
		remuneration of the directors of the Company.
3.	To re-appoint Ernst & Young as the auditor of the Company and to authorise the Board
	to fix	their remuneration.
4.	(A)	To grant a general mandate to the directors of the Company to issue shares. #
	(B)	To grant a general mandate to the directors of the Company to exercise powers
		of the Company to buy back its own shares. #
	(C)	To extend the share issue mandate granted to the directors of the Company. #

INSTRUCTION	(Note 6)
FOR	AGAINST

• The full text of the resolution is set out in the Notice of the AGM.

As witness my/our hand(s) this day of 2022

Member’s Signature[(Notes][2][and][5)] :

Notes:

1. In light of the risks posed by COVID-19 pandemic, the AGM will be held as hybrid meeting. The shareholders of the Company (the ‘‘Shareholders’’) are strongly encouraged to exercise their rights to participate the AGM through a live webcast. All Shareholders (other than those who are required to attend the AGM physically to form a quorate meeting) would not be granted access to the venue of the AGM and they are encouraged to appoint the chairman of the AGM to attend and vote on their behalf at the AGM. Please refer to the section headed ‘‘Special Arrangements for AGM’’ of the Notice of the AGM dated 13 May 2022 for further details.

2. All resolutions at the AGM will be decided on a poll. Shareholders will still be able to vote by doing in advance of the AGM by proxy. If you wish to vote on any resolutions at the AGM, you must appoint the chairman of the AGM as your proxy to exercise your right to vote at the AGM in accordance with your instructions. To be valid, the Shareholders who wish to vote at the AGM are required to complete and return this proxy form appointing the chairman of the AGM as their proxy in accordance with the instructions printed hereon to the Company’s Hong Kong share registrar, Computershare Hong Kong Investor Services Limited (the ‘‘Hong Kong Share Registrar’’), at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for the holding of the AGM or any adjournment thereof. ANY ALTERATION TO THIS PROXY FORM MUST BE INITIALED BY THE PERSON WHO SIGNS IT.

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

4. Please insert the number of shares of HK$0.10 each in the Company registered in your name(s) to which this proxy form relates; if no number is inserted, this proxy form will be deemed to relate to all the shares in the capital of the Company registered in your name(s).

5. In the case of a corporation, this proxy form must be executed either under its common seal (if any) or under the hand of officer or attorney or other person duly authorized in that behalf. If this proxy form 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 notarially certified copy thereof must be delivered together with this completed proxy form to the Hong Kong Share Registrar in accordance with Note 2 above.

6. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLACE A ‘‘✓’’ IN THE BOX MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLACE A ‘‘✓’’ IN THE BOX MARKED ‘‘AGAINST’’. If you wish to vote only part of the number of shares registered in your name(s) to which this proxy form relates, please state the exact number of shares in lieu of ‘‘✓’’ in the relevant box. Failure to complete any or all the boxes will entitle the Chairman of the AGM as your proxy to cast his vote at his discretion.