SUNCITY GROUP HOLDINGS LIMITED

太陽城集團控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1383)

Form of proxy for use at the annual general meeting (or at any adjournment thereof) to be

held on Tuesday, 8 June 2021 at 2:30 p.m.

I/We (note 1),

of

being the registered holder(s) of (note 2)shares of

HK$0.10 each (the "Share(s)") in the capital of Suncity Group Holdings Limited (the "Company"), hereby appoint (note 3) the Chairman

of the annual general meeting of the Company (the "Meeting") or failing him

of

as my/our proxy to attend and vote for me/us and on my/our behalf at the Meeting to be held at Jade Room, Artyzen Club, 401A, 4th Floor, Shun Tak Centre, 200 Connaught Road Central, Hong Kong on 8 June 2021 (Tuesday), at 2:30 p.m., for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the said Meeting and at such Meeting (or at any adjournment thereof) to vote on my/our behalf in respect of the undermentioned resolutions as indicated (note 4):

ORDINARY RESOLUTIONS

FOR (Note 4)

AGAINST (Note 4)

1.

To receive and consider the audited consolidated financial statements of the

Company and the reports of its directors (the "Director(s)") and auditor for the

year ended 31 December 2020.

2.

(i).

To re-elect Mr. Au Chung On John as an executive Director;

(ii).

To re-elect Mr. Manuel Assis Da Silva as an executive Director;

(iii). To

re-elect Mr. Lo Wai

Tung

John as

an independent non-executive

Director; and

(iv). To

authorise the board

of

Directors

(the "Board") to

fix the

remunerations of the Directors.

3.

To re-appoint Crowe (HK) CPA Limited as the auditor of the Company and to

authorise the Board to fix its remuneration.

4.

To give a general mandate to the Directors to allot, issue and deal with

additional shares of the Company not exceeding 20% of the number of issued

shares of the Company as at the date of passing of this resolution.

5.

To give a general mandate to the Directors to repurchase shares of the Company

not exceeding 10% of the number of issued shares of the Company as at the date

of passing of this resolution.

6.

To extend the general mandate granted to the Directors to allot, issue and deal

with additional shares of the Company by the aggregate number of the shares

repurchased by the Company.

Dated this

day of

2021

Signature (note 5)

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 form of proxy will be deemed to relate to all the shares of the Company registered in your name(s).
  3. If any proxy other than the Chairman of the Meeting is preferred, delete the words "the Chairman of the Meeting" and insert the name and address of the proxy desired in the space provided. Any alteration made to this form of proxy must be duly initialled by the person who signs it.
  4. Please indicate with a "" in the appropriate space beside each resolution how you wish the proxy to vote on your behalf. If this form is returned duly signed, but without any indication as to how your proxy should vote, the proxy may vote, for or against the resolution or may abstain at his discretion.
  5. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either under its seal or under the hand of an officer or attorney or other person authorised to sign the same.
  6. Where there are joint holders of any share any one of such joint holders may vote, either in person or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders be present at any meeting, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holders. For this purpose, seniority is determined by the order in which the names stand in the Register of Members in respect of the joint holding.
  7. To be valid, this form of proxy and the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of that power or authority, must be deposited at the Company's branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not less than 48 hours before the time appointed for holding the Meeting or any adjourned meeting.
  8. The proxy need not be a shareholder of the Company.
  9. Completion and return of this form will not preclude you from attending and voting in person at the Meeting or any adjournment thereof, and in such event, the proxy form shall be deemed to be revoked.

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Suncity Group Holdings Ltd. published this content on 28 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 April 2021 11:15:07 UTC.