Baguio Green : Proxy Form for Annual General Meeting

BAGUIO GREEN GROUP LIMITED

碧 瑤 綠 色 集 團 有 限 公 司

(Incorporated in Cayman Islands with limited liability)

(Stock Code: 1397)

Proxy Form for the annual general meeting to be held at Hong Kong Management Association,

Room 6, 14/F, Fairmont House, 8 Cotton Tree Drive, Central, Hong Kong on Thursday, 27 May 2021 at 10:30 a.m. or any adjourned meeting thereof

I/We 1 of

being a member of Baguio Green Group Limited (the ''Company'') and the registered holder(s) of		shares 2
of HK$0.01 each in the capital of the Company, HEREBY APPOINT THE CHAIRMAN OF THE MEETING, or 3

of

of as my/our proxy to vote and act for me/us at the annual general meeting (and at any adjournment thereof) of the Company (the ''Meeting'') to be held at Hong Kong Management Association, Room 6, 14/F, Fairmont House, 8 Cotton Tree Drive, Central, Hong Kong on Thursday, 27 May 2021 at 10:30 a.m. for the purpose of considering and, if thought fit, passing, with or without modification, the resolution set out in the notice convening the Meeting (the ''Notice'') and at such Meeting (and at any adjourned meeting thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below, or if no such indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTIONS

FOR 4

AGAINST 4

1. To receive, consider and adopt the audited consolidated financial statements and the reports of the directors and auditors for the year ended 31 December 2020.
2. To declare a final dividend of HK3.6 cents per ordinary share of the Company for the year ended 31 December 2020.

3.	(A)	To re-elect Mr. Ng Wing Hong as an executive director of the Company.
	(B)	To re-elect Ms. Ng Yuk Kwan Phyllis as an executive director of the Company.
	(C)	To re-elect Mr. Ng Wing Chuen as an executive director of the Company.
	(D)	To authorise the board of directors of the Company to fix the directors' remuneration.

1. To re-appoint KPMG as the auditors of the Company and to authorise the board of directors of the Company to fix their remuneration.
2. (A) To grant a general mandate to the directors of the Company to allot, issue and deal with additional shares not exceeding 20% of the issued share capital of the Company as at the date of passing this resolution.
3. 1. To grant a general mandate to the directors of the Company to buy back shares not exceeding 10% of the issued share capital of the Company as at the date of passing this resolution.
   2. To extend the general mandate to allot, issue and deal with the additional shares by adding the nominal amount of the shares bought back by the Company to the general mandate granted to the directors of the Company under resolution no. 4(B) of the Notice.

Dated this

day of

2021

Signature(s) 5 :

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.
2. Please insert the number of shares registered in your name(s) to which the proxy relates. 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 is preferred, strike out ''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 INITIALLED BY THE PERSON WHO SIGNS IT.
4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED ''FOR''. IF YOU WISH TO VOTE AGAINST ANY RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED ''AGAINST''. Failure to complete any or all the boxes will entitle your proxy to cast his or her votes at his or her discretion. Your proxy will also be entitled to vote at his or her discretion on any resolution properly put to the Meeting other than those referred to the Notice convening the Meeting.
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 common seal or under the hand of an officer or attorney duly authorised.
6. In the case of joint holders, 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 holder(s), and for this purpose seniority will be determined by the order in which the names stand in the Register of Members of the Company.
7. To be valid, this form of proxy, together with any power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company's branch share registrar, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong no later than 48 hours before the appointed time for the holding of the Meeting (or at any adjournment thereof).
8. A proxy need not be a member of the Company but must attend the Meeting in person to represent you.
9. Completion and delivery of this form of proxy will not preclude you from attending and voting in person at the Meeting if you so wish and in such event, this form of proxy shall be deemed to be revoked.

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 authorized 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 Investor Services Limited at the above address.