DA MING INTERNATIONAL HOLDINGS LIMITED

大 明 國 際 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1090)

SECOND PROXY FORM FOR ANNUAL GENERAL MEETING

I/We, being the registered holder(s) of Da Ming International 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 Conference room A309, Jiangsu Daming Metal Products Co., Limited, No.1518 Tongjiang Road, Wuxi, Jiangsu, The People's Republic of China on Thursday, 10 June 2021 at 3:00 p.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 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 adopt the audited Financial Statements and the Reports of the Directors and Auditor for the year ended 31 December 2020.

2(A).

(a)

To re-elect Mr. Wang Jian as Director of the Company.

(b)

To re-elect Mr. Cheuk Wa Pang as Director of the Company.

(c)

To re-elect Prof. Hua Min as Director of the Company.

(d)

To re-elect Mr. Liu Fuxing as Director of the Company.

(e)

To re-elect Mr. Hu Xuefa as Director of the Company.

2(B).

To authorise the Board of Directors to fix the remuneration of the Directors.

  1. To re-appoint PricewaterhouseCoopers as the Auditor and authorise the Board of Directors to fix their remuneration.
  2. To grant a general mandate to the Directors to buy back the Shares as set out in resolution no. 4 of the notice of AGM.
  3. To grant a general mandate to the Directors to allot, issue and deal with the new Shares as set out in resolution no. 5 of the notice of AGM.
  4. To extend the general mandate granted to the Directors to allot, issue and deal with Shares under resolution no. 5 by the number of Shares bought back under resolution no. 4, as set out in resolution no. 6 of the notice of AGM.
  5. To declare and pay to the shareholders of the Company a final dividend of HK$0.06 per share of the Company for the year ended 31 December 2020.

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 dated 23 April 2021 (the "Original Notice") and the supplemental notice convening the meeting dated 14 May 2021 (the "Supplemental Notice") of the Company.
  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 notarially certified copy of such power of attorney, must be deposited at the share registrar of the Company, Computershare Hong Kong Investor Services Limited (the "Share Registrar") at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible and in any event by 3:00 p.m. on 8 June 2021 (Hong Kong time) (the "Closing Time"), being 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. Please provide one certificate number, if possible, to facilitate processing.
  9. If you have not yet lodged the form of proxy enclosed in Original Notice as set out in the circular of the Company dated 23 April 2021 (the ''First Proxy Form'') with the Share Registrar, you are requested to lodge this proxy form if you wish to appoint proxy(ies) to attend the meeting on your behalf. In this case, the First Proxy Form should not be lodged with the Share Registrar.
  10. If you have already lodged the First Proxy Form with the Share Registrar, please note that:
    1. subject to (iii) below, if this proxy form is not lodged with the Share Registrar, the First Proxy Form will be treated as a valid proxy form lodged by you if correctly completed. The proxy so appointed by you shall be required to vote in such manner as he/she may be directed under the First Proxy Form, and in respect of the resolution for the proposed final dividend as set out in the Supplemental Notice, the proxy will be entitled to vote at his/her discretion or to abstain from voting on such resolution.
    2. if this proxy form is lodged with the Share Registrar before the Closing Time, this proxy form will revoke and supersede the First Proxy Form previously lodged by you. This proxy form will be treated as a valid form of proxy lodged by you if correctly completed.
    3. if this proxy form is lodged with the Share Registrar after the Closing Time, or if lodged before the Closing Time but is incorrectly completed, the proxy appointment under this proxy form will be invalid. The proxy so appointed by the Shareholder under the First Proxy Form, if correctly completed, will be entitled to vote in the manner as mentioned in (i) above as if no second proxy form was lodged with the Share Registrar. Accordingly, Shareholders are advised to complete this proxy form carefully and lodge this proxy form with the Share Registrar before the Closing Time.
  11. For the avoidance of doubt, we do not accept any special instructions written on this proxy form.

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Da Ming International Holdings Ltd. published this content on 13 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 May 2021 17:01:03 UTC.