GUANGDONG - HONG KONG GREATER BAY AREA

HOLDINGS LIMITED

粵 港 灣 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1396)

PROXY FORM FOR ANNUAL GENERAL MEETING

TO BE HELD ON 18 MAY 2021

Number of shares to which this proxy form relates (Note 3)

I/We, of

being registered shareholder(s) in the share capital of Guangdong - Hong Kong Greater Bay Area Holdings Limited (the "Company") hereby appoint of

or failing him/her, of

or the Chairman* of the meeting, as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting for the Company to be held at Level 42, Block E, China Resources Land Building, No. 18 First Dachong Road, Nanshan District, Shenzhen, the PRC on Tuesday, 18 May 2021 at 10:30 a.m. and at any adjournment thereof, on the undermentioned resolutions as indicated:

ORDINARY RESOLUTIONS

(See Note 4)

For

Against

1.

To receive and consider the audited consolidated financial statements of the Company and its

subsidiaries, the reports of the directors of the Company and the reports of the independent auditors

of the Company for the year ended 31 December 2020.

2.

(a)

To re-elect Mr. Yang Sanming as executive director.

(b)

To re-elect Mr. Wang Dewen as executive director.

(c)

To re-elect Mr. Dai Yiyi as independent non-executive director.

(d)

To re-elect Mr. Yue Zheng as independent non-executive director.

(e)

To authorize the board of directors to fix the directors' remuneration.

3.

To re-appoint KPMG as auditors of the Company and to authorise the board of directors to fix their

remuneration for the year 2021.

4.

To grant a general mandate to the board of directors to allot, issue and deal with additional shares of

the Company not exceeding 20% of the total number of shares of the Company in issue.#

5.

To grant a general mandate to the board of directors to repurchase shares of the Company not

exceeding 10% of the total number of shares of the Company in issue.#

6.

To extend the general mandate granted to the board of directors to allot, issue and deal with

additional shares of the Company by the number of shares repurchased by the Company.#

  • Delete where appropriate
  • Please refer to the Notice of Annual General Meeting for the full text of the resolutions

Date:

Signature(s):

Notes:

  1. The Chairman of the annual general meeting of the Company will demand a poll regarding the voting for all the resolutions as set out above pursuant to regulatory requirements.
  2. You may appoint more than one proxy to attend and vote. The proxy need not be a shareholder of the Company.
  3. Please insert the number of shares of HK$0.01 each in the capital of the Company registered in your name(s) to which this form of proxy relates. If no such information is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).
  4. Please indicate with a "✔" in the appropriate space beside each of the resolutions as to how you wish the proxy to vote on your behalf. In the absence of any such indication, the proxy will vote for or against the resolution or will abstain at his discretion. Any alteration made to this form of proxy must be initialled only by the person who signs it. Election of each of the Directors will be voted on as separate resolutions.
  5. If the registered shareholder is a corporation, this form of proxy must be executed either under its common seal or under the hand of an officer or attorney authorised in writing.
  6. In the case of joint holders, the vote of the senior who tenders a vote whether in person or by proxy shall be accepted to the exclusion of the votes of the other joint holders and for this purpose, seniority will be determined by the order in which the names appear in the Register of Members in respect of the joint holding.
  7. To be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of the same, must be completed, signed and deposited at the Company's branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding of the above meeting.
  8. Completion and return of the form of proxy will not preclude shareholders from attending and voting in person at the above meeting or any adjourned meeting thereof should they so wish. In such case, such form of proxy shall be deemed to be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

  1. "Personal Data" in these statements has the same meaning as "personal data" in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong ("PDPO").
  2. The supply of your Personal Data to the Company is on a voluntary basis and such data will be used for processing your instructions as stated in this form of proxy.
  3. Your Personal Data will not be transferred to any third parties (other than the Share Registrars of the Company) unless it is a requirement to do so by law, for example, in response to a court order or a law enforcement agency's request and will be retained for such period as may be necessary for our verification and record purposes.
  4. You and your appointed proxy have the right to request access to and/or to correct the respective Personal Data in accordance with the provisions of the PDPO. Any such request should be in writing addressed to the Personal Data Privacy Officer of Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.

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Hydoo International Holding Limited published this content on 13 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 April 2021 10:22:52 UTC.