GCL New Energy Holdings Limited

協 鑫 新 能 源 控 股 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 451)

PROXY FORM

FOR THE ANNUAL GENERAL MEETING TO BE HELD ON FRIDAY, 21 MAY 2021

I/We1 of

being the registered holder(s) of2

.

shares (the ''Shares'') of one-two-hundred-fortieth (1/240) of

a Hong Kong dollar each (equivalent to HK$0.00416) in the capital of GCL New Energy Holdings Limited 協鑫新能源控股有限公司

(the ''Company'') HEREBY APPOINT3 the Chairman of the meeting or

(name)

of

(address)

as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting (the ''AGM'') of the Company to be held at Strategy II-III, Level 8, W Hong Kong, 1 Austin Road West, Kowloon Station, Kowloon, Hong Kong on Friday, 21 May 2021 at 10 : 30 a.m. or at any adjournment thereof as hereunder indicated:

ORDINARY RESOLUTIONS

FOR4

AGAINST4

  1. To consider and adopt the audited consolidated financial statements and the reports of the directors (the ''Directors'') and auditor of the Company for financial year ended 31 December 2020.
  2. (i) To re-elect Mr. Zhu Yufeng as a Director.
    1. To re-elect Ms. Hu Xiaoyan as a Director.
    2. To re-elect Mr. Xu Songda as a Director.
    3. To re-elect Mr. Fang Jiancai as a Director.
    4. To authorise the board (the ''Board'') of Directors to fix the remuneration of the Directors.
  3. To re-appoint Deloitte Touche Tohmatsu as auditor of the Company and to authorise the Board to fix its remuneration.
  4. (i) To grant a general mandate to the Directors to allot, issue and deal with additional Shares5.
    1. To grant a general mandate to the Directors to repurchase Shares5.
    2. To extend the general mandate to the Directors to allot, issue and deal with additional Shares by the addition of number of Shares repurchased5.
  5. To refresh the Scheme Mandate Limit under the Share Option Scheme of the Company5.

Dated this

day of

2021

Signature(s)6

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 proxy form will be deemed to relate to all the Shares registered in your name(s).
  3. If any proxy other than the Chairman of the AGM is preferred, delete the words ''the 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 DULY INITIALLED.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK IN THE BOX MARKED ''FOR''. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK IN THE BOX MARKED ''AGAINST''. Failure to tick a box will entitle your proxy to cast your vote at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.
  5. The full text of resolutions 4(i), 4(ii), 4(iii) and 5 are set out in the notice of AGM.
  6. To be valid, this proxy form, together with the 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 branch share registrar and transfer office in Hong Kong, Tricor Abacus Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible and in any event, not less than 48 hours before the time appointed for holding the AGM or any adjournment thereof.
  7. This proxy form must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must either be executed under its common seal or under the hand of an officer or attorney so authorised.
  8. Where there are joint registered holders of any Share, any one of such persons may vote at the AGM, either personally or by proxy, in respect of such Share as if he were solely entitled thereto, but if more than one of such joint holders is present at the AGM, personally or by proxy, that one of the said persons so present whose name stands first on the register in respect of such Share shall alone be entitled to vote in respect thereof.
  9. The proxy need not be a member of the Company but must attend the AGM in person to represent you.
  10. Your proxy's authority will be revoked if you attend and vote in person in the AGM.
  11. Unless otherwise stated, capitalised terms used above shall have the same meanings as set out in the Company's circular dated 21 April 2021.

PERSONAL INFORMATION COLLECTION STATEMENT

''Personal Data'' in this statement has the same meaning as ''personal data'' defined in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (''PDPO''), which include your and your proxy's name and address. Your supply of the Personal Data is on a voluntary basis and for the purpose of processing your instructions as stated in this Proxy Form (the ''Purposes''). If you fail to supply sufficient information, the Company may not be able to process your instructions. The Company may disclose or transfer the Personal Data to its subsidiaries, its Share Registrar and/or third party service provider who provides administrative, computer and other services to the Company for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. The Personal Data will be retained for such period as may be necessary to fulfil the Purposes (including for verification and record purposes). Request for access to and/or correction of the Personal Data can be made in accordance with the provisions of the PDPO and any such request should be in writing and sent to the Privacy Compliance Officer of Tricor Abacus Limited at the above address.

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GCL New Energy Holdings Ltd. published this content on 21 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 April 2021 10:51:08 UTC.