Snack Empire : PROPOSALS FOR GENERAL MANDATES TO ISSUE SHARES AND REPURCHASE SHARES; RE-ELECTION OF RETIRING DIRECTORS; AND NOTICE OF ANNUAL GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer or registered institution in securities, bank manager, solicitor, professional accountant or other professional advisers.

If you have sold or transferred all your shares in Snack Empire Holdings Limited, you should at once hand this circular and the accompanying form of proxy to the purchaser or transferee or to the bank, licensed securities dealer, registered institution in securities or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

Snack Empire Holdings Limited

快 餐 帝 國 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1843)

PROPOSALS FOR GENERAL MANDATES

TO ISSUE SHARES AND REPURCHASE SHARES;

RE-ELECTION OF RETIRING DIRECTORS;

AND

NOTICE OF ANNUAL GENERAL MEETING

Capitalised terms used in the lower portion of the cover and the first page of this circular shall have the same respective meanings as those defined in the section headed ''DEFINITIONS'' of this circular.

A notice convening the 2020 AGM to be held at 10 Anson Road, #26-11 International Plaza, Singapore 079903 on Friday, 28 August 2020 at 11 : 00 a.m. is set out on pages 19 to 24 of this circular. A form of proxy for use in connection with the 2020 AGM is enclosed with this circular. If you are not able or do not intend to attend the 2020 AGM in person but wish to exercise your right as a Shareholder, you are requested to complete and sign the enclosed form of proxy in accordance with the instructions printed thereon and return the completed form of proxy to the Company's Hong Kong Branch Share Registrar, Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong, as soon as possible and in any event, not later than 48 hours before the time appointed for holding the 2020 AGM or its adjournment (as the case may be). Completion and return of the form of proxy will not preclude you from attending and voting in person at the 2020 AGM or its adjournment should you so wish. If you attend and vote in person at the 2020 AGM, the authority of your proxy will be revoked.

This circular will remain on the website of the Stock Exchange at www.hkexnews.hk and the Company's website at www.snackemp.com.

PRECAUTIONARY MEASURES FOR THE 2020 AGM

Please refer to the notice of 2020 AGM for measures being taken to try to prevent and control the spread of the COVID-19 at the 2020 AGM, including but not limited to:

. social distancing and restriction on the number of attendees

. compulsory body temperature checks

. wearing of a face mask by each attendee

. no provision of drinks, refreshments or souvenirs

30 July 2020

PRECAUTIONARY MEASURES FOR THE 2020 AGM

PRECAUTIONARY MEASURES FOR THE 2020 AGM

DUE TO THE CONSTANTLY EVOLVING COVID-19 PANDEMIC SITUATION, THE COMPANY MAY BE REQUIRED TO CHANGE THE 2020 AGM ARRANGEMENTS AT SHORT NOTICE. SHAREHOLDERS SHOULD CHECK THE RESPECTIVE WEBSITES OF THE COMPANY AND THE STOCK EXCHANGE FOR FUTURE ANNOUNCEMENTS AND UPDATES ON THE 2020 AGM ARRANGEMENTS.

The holding of the 2020 AGM in order to comply with the Listing Rules and the Articles of Association could potentially create a significant risk in terms of the spread of the COVID-19 pandemic because of large crowds coming together.

To reduce the risk of spreading the COVID-19 pandemic and for the health and safety of the attendees of the 2020 AGM, the Company wishes to remind the Shareholders and their proxies as follows:

No attendance

Shareholders who have any symptoms of a fever or an upper respiratory system disease or are under any quarantine requirements are advised not to attend the 2020 AGM in person.

Not later than 48 hours before the time of the 2020 AGM

1. For the health and safety of the Shareholders, the Company would like to encourage the Shareholders to exercise their right to vote at the 2020 AGM by appointing the chairman of the 2020 AGM (the ''Chairman'') as their proxy instead of attending the 2020 AGM in person. Completion and return of the proxy form will not preclude the Shareholders from attending and voting in person at the 2020 AGM or any adjournment thereof should they subsequently so wish. Shareholders may appoint the Chairman to attend and vote on their behalf by completing and depositing the forms of proxy enclosed with this circular with the Company's Hong Kong Branch Share Registrar, whose address is stated below:
   Boardroom Share Registrars (HK) Limited 2103B, 21/F.,
   148 Electric Road, North Point, Hong Kong
2. Shareholders may send their questions in connection with the proposed resolutions stated in the notice convening the 2020 AGM by post to Sir Kwok Siu Man KR, the company secretary of the Company at Boardroom Corporate Services (HK) Limited, 31/F, 148 Electric Road, North Point, Hong Kong and by email to www.snackemp.com. If considered appropriate by the Directors at their absolute discretion, the questions will be answered firstly by the Chairman or other Directors present thereat on the floor and then answered in writing to the Shareholders concerned.

At the venue of the 2020 AGM

1. The Company will take the body temperature of the intended attendees and refuse entry of those with a temperature of 37.5 degree Celsius or above.
2. Attendees are requested to observe good personal hygiene at all times at the 2020 AGM venue and alcohol rubs or hand sanitiser will be provided for use.
3. Attendees must wear face-masks throughout the 2020 AGM and sit at a distance from other attendees and those not wearing face-masks will be denied entry to the 2020 AGM venue. Please note that no masks will be provided at the 2020 AGM venue and attendees should bring and wear their own masks.
4. No drinks, refreshments or souvenirs will be provided.
5. Attendees who do not comply with the precautionary measures (i) to (iii) above or been found to have the symptom(s) of a fever or an upper respiratory system disease or be obeying a quarantine order will be denied entry to the 2020 AGM venue at the absolute discretion of the Company as permitted by law or other regulations.
6. In compliance with the social distancing requirement, the number of attendees is restricted. Admission to the venue will be disallowed when the number of attendees reaches the upper limit of the venue's capacity.

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CONTENTS

	Page
DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4
Issue Mandate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
Repurchase Mandate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
Extension of Issue Mandate to Issue Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
Re-election of retiring Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
Notice of 2020 AGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	7
Form of Proxy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	7
Voting by poll . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	7
Responsibility Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	7
Recommendation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	8
Closure of Register of Members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	8
General . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	8
Miscellaneous . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	8
APPENDIX I - BIOGRAPHICAL DETAILS OF RETIRING DIRECTORS
PROPOSED FOR RE-ELECTION . . . . . . . . . . . . . . . . . . . . . . .	9
APPENDIX II - EXPLANATORY STATEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . .	15
NOTICE OF ANNUAL GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	19

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DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions shall have the following respective meanings:

''2020 AGM''	the AGM to be held at 10 Anson Road, #26-11 International
	Plaza, Singapore 079903 on Friday, 28 August 2020 at 11 : 00
	a.m.
''AGM''	the annual general meeting of the Company
''Articles of	the articles of association of the Company as amended,
Association''	supplemented or otherwise modified from time to time
''Audit Committee''	the audit committee of the Board
''Board''	the board of Directors
''Brilliant Stride''	Brilliant Stride Limited (翹邁有限公司), a company incorporated
	in the British Virgin Islands on 21 November 2017 with limited
	liability and owned as to 50% by each of Mr. Daniel Tay and
	Mr. Melvyn Wong
''Chairman''	Mr. Daniel Tay, the chairman of the Board
''close associate(s)''	has the meaning ascribed thereto under the Listing Rules
''Companies Law''	the Companies Law, Cap. 22 (Law 3 of 1961, as consolidated and
	revised) of the Cayman Islands as amended, supplemented or
	otherwise modified from time to time
''Companies	the Companies Ordinance (Chapter 622 of the Laws of Hong
Ordinance''	Kong), as amended, supplemented or otherwise modified from
	time to time
''Company''	Snack Empire Holdings Limited (快餐帝國控股有限公司), an
	exempted company incorporated in the Cayman Islands under
	the Companies Law with limited liability on 2 February 2018 and
	registered as a non-Hong Kong company under Part 16 of the
	Companies Ordinances on 17 May 2018
''Controlling	has the meaning ascribed thereto under the Listing Rules, and in
Shareholder(s)''	the context of our Company as at the Latest Practicable Date,
	means Mr. Daniel Tay, Mr. Melvyn Wong and Brilliant Stride,
	which are a group of Controlling Shareholders
''core connected	has the meaning ascribed thereto under the Listing Rules
person(s)''
''COVID-19''	the novel coronavirus disease 2019

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DEFINITIONS

''Director(s)''	the director(s) of the Company
''Group''	the Company and its subsidiaries
''HK$''	Hong Kong dollars, the lawful currency of Hong Kong
''Hong Kong''	the Hong Kong Special Administrative Region of the People's
	Republic of China
''Hong Kong Branch	Boardroom Share Registrars (HK) Limited, our Company's
Share Registrar''	Hong Kong branch share registrar and transfer office
''INED(s)''	the independent non-executive Director(s)
''Issue Mandate''	the general and unconditional mandate proposed to be granted
	at the 2020 AGM to the Directors to allot, issue and deal with
	additional Shares during the relevant period not exceeding 20%
	of the aggregate number of the issued Shares as at the date of
	passing the resolution granting such mandate
''Latest Practicable	23 July 2020, being the latest practicable date prior to the
Date''	printing of this circular for the purpose of ascertaining certain
	information contained in this circular
''Listing Date''	23 October 2019, the date on which the issued Shares were
	initially listed on the Stock Exchange
''Listing Rules''	the Rules Governing the Listing of Securities on the Stock
	Exchange in force from time to time
''Mr. Daniel Tay''	Mr. Daniel Tay Kok Siong, the Chairman, an executive Director
	and a Controlling Shareholder
''Mr. Melvyn Wong''	Mr. Wong Chee Tat (黃志達), the chief executive officer, an
	executive Director and a Controlling Shareholder
''Nomination	the nomination committee of the Board
Committee''
''Remuneration	the remuneration committee of the Board
Committee''
''Repurchase Mandate''	the general and unconditional mandate proposed to be granted
	at the 2020 AGM to the Directors to repurchase Shares during
	the relevant period not exceeding 10% of the aggregate number
	of the issued Shares as at the date of passing the resolution
	granting such mandate

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DEFINITIONS

''SFC''	the Securities and Futures Commission in Hong Kong
''SFO''	the Securities and Futures Ordinance (Chapter 571 of the Laws
	of Hong Kong) as amended, supplemented or otherwise modified
	from time to time
''Share(s)''	the ordinary share(s) of nominal or par value of HK$0.01 each in
	the share capital of the Company
''Shareholder(s)''	the holder(s) of the Share(s)
''Singapore Exchange''	Singapore Exchange Securities Trading Limited
''Stock Exchange''	The Stock Exchange of Hong Kong Limited
''subsidiary(ies)''	has the meaning ascribed thereto under the Listing Rules
''substantial	has the meaning ascribed thereto under the Listing Rules
shareholder(s)''
''Takeovers Code''	the Codes on Takeovers and Mergers and Share Buybacks of
	Hong Kong approved by the SFC as amended, supplemented or
	otherwise modified from time to time
''Year''	the year ended 31 March 2020
''%''	per cent

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LETTER FROM THE BOARD

Snack Empire Holdings Limited

快 餐 帝 國 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1843)

Executive Directors:	Registered office:
Mr. Daniel Tay (Chairman)	Cricket Square, Hutchins Drive
Mr. Melvyn Wong (Chief Executive Officer)	P.O. Box 2681
	Grand Cayman KY1-1111
Independent non-executive Directors:	Cayman Islands
Mr. Jong Voon Hoo
Mr. Koh Boon Chiao	Headquarters and principal place of
Mr. Lim Wee Pin	business in Singapore:
	10 Anson Road
	#21-02, International Plaza
	Singapore
	079903
	Principal place of business
	in Hong Kong:
	57th Floor, The Center
	99 Queen's Road Central
	Hong Kong
	30 July 2020
To the Shareholders
Dear Sir or Madam,

PROPOSALS FOR GENERAL MANDATES

TO ISSUE SHARES AND REPURCHASE SHARES;

RE-ELECTION OF RETIRING DIRECTORS;

AND

NOTICE OF ANNUAL GENERAL MEETING

INTRODUCTION

The Directors will propose at the 2020 AGM resolutions for, among other matters, (i) the grant of the Issue Mandate and the Repurchase Mandate; (ii) the extension of the Issue Mandate to include the Shares repurchased under the Repurchase Mandate; and (iii) the re-election of the retiring Directors.

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LETTER FROM THE BOARD

The purpose of this circular is to give you notice of the 2020 AGM and to provide you with the information regarding the above resolutions to be proposed at the 2020 AGM to enable you to make an informed decision on whether to vote for or against those resolutions.

ISSUE MANDATE

Given that the general mandate granted to the Directors to issue Shares pursuant to the written resolutions of the then Shareholder(s) dated 23 September 2019 will lapse at the conclusion of the 2020 AGM, an ordinary resolution will be proposed at the 2020 AGM to grant the Issue Mandate to the Directors. Based on 800,000,000 Shares in issue as at the Latest Practicable Date and assuming that there will be no change in the number of issued Shares after the Latest Practicable Date and up to the date of the 2020 AGM, the Directors will be authorised to allot, issue and deal with up to a maximum of 160,000,000 Shares, being 20% of the total number of the issued Shares as at the date of the resolution in relation thereto if the Issue Mandate is granted at the 2020 AGM. The Issue Mandate will end at the earliest of (i) the conclusion of the next AGM; (ii) the expiration of the period within which the next AGM is required to be held by the Articles of Association or any applicable laws of the Cayman Islands and Hong Kong; and (iii) the date on which such authority is revoked or varied by an ordinary resolution of the Shareholders in general meeting of the Company.

REPURCHASE MANDATE

Given that the general mandate granted to the Directors to repurchase Shares pursuant to the written resolutions of the then Shareholder(s) dated 23 September 2019 will lapse at the conclusion of the 2020 AGM, an ordinary resolution will be proposed at the 2020 AGM to grant the Repurchase Mandate to the Directors. Subject to the passing of the proposed ordinary resolution approving the grant of the Repurchase Mandate and based on 800,000,000 Shares in issue as at the Latest Practicable Date and assuming that no further Shares will be issued or no Shares will be repurchased and cancelled after the Latest Practicable Date and up to the date of the 2020 AGM, the Company will be allowed to repurchase a maximum of 80,000,000 Shares, being 10% of the total number of the issued Shares as at the date of the resolution in relation thereto. The Repurchase Mandate, if granted, will end at the earliest of (i) the conclusion of the next AGM; (ii) the expiration of the period within which the next AGM is required to be held by the Articles of Association or any applicable laws of the Cayman Islands and Hong Kong; and (iii) the date on which such authority is revoked or varied by an ordinary resolution of the Shareholders in general meeting of the Company.

An explanatory statement in connection with the Repurchase Mandate is set out in Appendix II to this circular. The explanatory statement contains all the requisite information required under Rule 10.06(1)(b) of the Listing Rules to be given to the Shareholders to enable them to make an informed decision on whether to vote for or against the resolution approving the Repurchase Mandate.

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LETTER FROM THE BOARD

EXTENSION OF ISSUE MANDATE TO ISSUE SHARES

Subject to the passing of the ordinary resolutions to grant the Issue Mandate and the Repurchase Mandate, an ordinary resolution will be proposed at the 2020 AGM to extend the Issue Mandate by including the number of Shares repurchased under the Repurchase Mandate.

RE-ELECTION OF RETIRING DIRECTORS

As at the Latest Practicable Date, there were two executive Directors, namely Mr. Daniel Tay and Mr. Melvyn Wong; and three INEDs, namely Mr. Jong Voon Hoo (''Mr. Jong''), Mr. Koh Boon Chiao (''Mr. Koh'') and Mr. Lim Wee Pin (''Mr. Lim'').

Article 83(3) of the Articles of Association provides that any Director appointed by the Board to fill a casual vacancy shall hold office only until the first general meeting of the Company after his appointment and be subject to re-election at such meeting. Any Director appointed by the Board as an addition to the existing Board shall hold office only until the next following AGM and shall then be eligible for re-election.

Article 84(1) of the Articles of Association provides that at each AGM, one-third of the Directors for the time being (or, if their number is not a multiple of three (3), the number nearest to but not less than one-third) shall retire from office by rotation provided that every Director shall be subject to retirement at an AGM at least once every three years.

Mr. Daniel Tay and Mr. Melvyn Wong were appointed on 2 February 2018 and Mr. Jong, Mr. Koh and Mr. Lim were appointed on 23 September 2019. Accordingly, in accordance with Articles 83(3) and 84(1) of the Articles of Association, Mr. Daniel Tay, Mr. Melvyn Wong, Mr. Jong, Mr. Koh and Mr. Lim (the ''Retiring Director(s)'') shall retire at the 2020 AGM and, being eligible, will offer themselves for re-election at the 2020 AGM.

The Nomination Committee had assessed and reviewed each of the INEDs' written confirmation of independence based on the independence criteria as set out in Rule 3.13 of the Listing Rules and confirmed that all of them remain independent. In addition, the Nomination Committee had evaluated the performance of each of the Retiring Directors during the Year or since their respective dates of appointment (as the case may be) based on the nomination policy of the Company, the particulars of which are contained in the corporate governance of the annual report of the Company for the Year and found their performance satisfactory. The Nomination Committee also considered that Mr. Jong, Mr. Koh and Mr. Lim's experience, skills and other perspectives as set out in Appendix I to this circular can bring further contributions to the Board and its diversity. Therefore, with the recommendation of the Nomination Committee, the Board has proposed that all of the Retiring Directors stand for re-election as Directors at the 2020 AGM. As a good corporate governance practice, each of the Retiring Directors abstained from voting at the relevant Board meeting on the respective propositions of their recommendations for re-election by the Shareholders at the 2020 AGM. The Board believes that the continuous appointment of the Retiring Directors contributes to the stability and diversity of the Board.

- 6 -

LETTER FROM THE BOARD

The biographical details of each of the Retiring Directors to be re-elected at the 2020 AGM are set out in Appendix I to this circular in accordance with the relevant requirements under the Listing Rules.

NOTICE OF 2020 AGM

The Company will convene the 2020 AGM at 10 Anson Road, #26-11 International Plaza, Singapore 079903 on Friday, 28 August 2020 at 11 : 00 a.m., at which the resolutions will be proposed for the purpose of considering and, if thought fit, approving, among others, (i) the grant of the Issue Mandate and the Repurchase Mandate, (ii) the extension of the Issue Mandate to include Shares repurchased under the Repurchase Mandate and (iii) the re-election of the Retiring Directors. The notice convening the 2020 AGM is set out on pages 19 to 24 of this circular.

FORM OF PROXY

A form of proxy for use in connection with the 2020 AGM is enclosed with this circular and can also be downloaded from the respective websites of the Stock Exchange (www.hkexnews.hk) and the Company (www.snackemp.com). If you are not able or do not intend to attend the 2020 AGM in person and wish to exercise your right as a Shareholder, please complete and sign the enclosed form of proxy in accordance with the instructions printed thereon and return the completed form of proxy to the Company's Hong Kong Branch Share Registrar, Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong as soon as possible but in any event, not later than 48 hours before the time appointed for holding the 2020 AGM or its adjournment (as the case may be). Completion and return of the form of proxy will not preclude any Shareholder from attending in person and voting at the 2020 AGM or its adjournment should he/she/it so wishes. If the Shareholder attends and votes at the 2020 AGM, the instrument appointing the proxy will be deemed to have been revoked.

VOTING BY POLL

Pursuant to Rule 13.39(4) of the Listing Rules, any vote of the Shareholders at a general meeting must be taken by poll except where the chairman of the meeting, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands. Therefore, all resolutions as set out in the notice convening the 2020 AGM will be voted by poll and, after being verified by the scrutineer, the results of the poll will be published in the manner prescribed under Rule 13.39(5) of the Listing Rules.

RESPONSIBILITY STATEMENT

This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief, the information

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LETTER FROM THE BOARD

contained in this circular is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this circular misleading.

RECOMMENDATION

The Directors consider that (i) the grant of the Issue Mandate and the Repurchase Mandate, (ii) the extension of the Issue Mandate to include Shares repurchased under the Repurchase Mandate and (iii) the re-election of the Retiring Directors as set out in the notice of the 2020 AGM are in the interests of the Company and the Shareholders as a whole. Accordingly, the Directors recommend the Shareholders to vote in favour of all the relevant resolutions to be proposed at the 2020 AGM as set out in the notice of the 2020 AGM on pages 19 to 24 of this circular.

CLOSURE OF REGISTER OF MEMBERS

For determining the entitlement of the Shareholders to attend and vote at the 2020 AGM, the register of members will be closed from Tuesday, 25 August 2020 to Friday, 28 August 2020 (both days inclusive), during which period no transfer of Shares will be registered. To qualify for attending the 2020 AGM, the non-registered Shareholders must lodge all transfer documents, accompanied by the relevant share certificates with the Company's Hong Kong branch share registrar and transfer office, Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong for registration not later than 4.30 p.m. on Monday, 24 August 2020.

GENERAL

Your attention is drawn to the additional information set out in the appendices to this circular.

MISCELLANEOUS

The English text of this circular shall prevail over the Chinese text for the purpose of interpretation.

By Order of the Board

Snack Empire Holdings Limited

Daniel Tay

Chairman and Executive Director

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APPENDIX I BIOGRAPHICAL DETAILS OF RETIRING DIRECTORS PROPOSED FOR RE-ELECTION

The following are the biographical details of the Directors who will retire as required by the Articles of Association and the Listing Rules and are proposed to be re-elected at the 2020 AGM.

Save as disclosed below, there is no other matter concerning the re-election of each of the following Directors that needs to be brought to the attention of the Shareholders, nor is there other information that is required to be disclosed pursuant to the requirements of the Listing Rules.

EXECUTIVE DIRECTORS

Mr. Daniel Tay

Mr. Daniel Tay, aged 42, is an executive Director, a co-founder and the Chairman. He joined the Group on 4 June 2003 and was appointed as a Director on 2 February 2018. On 11 September 2018, Mr. Daniel Tay was re-designated as an executive Director and appointed as the Chairman. He is also a member of the Remuneration Committee and a director of all of the Company's subsidiaries. Mr. Daniel Tay is responsible for the overall management, financial performance and business development of the Group.

Mr. Daniel Tay obtained a Bachelor of Arts degree in August 2002 and completed a Bachelor of Social Sciences in Economics degree programme in June 2003, both from The National University of Singapore. Upon graduation, Mr. Daniel Tay co-founded the Group with Mr. Melvyn Wong in June 2003 and has been the Group's director for business development.

Mr. Daniel Tay was a director of the following entities at the time or within 12 months from the time of their respective dissolution. The relevant details are as follows:

	Place of	Nature of business		Means of
Company name	incorporation	prior to dissolution	Date of dissolution	dissolution
Blue Squid Pte. Ltd.	Singapore	Wholesale trade; value	3 September 2011	Struck off
		added logistics
		providers
Asset Foundry Pte.	Singapore	Real estate activities;	11 March 2015	Struck off
Ltd.		letting and operating
		of self-owned real
		estate except food
		courts, coffee shops
		and eating houses
Big Shot Holdings	Singapore	Real estate activities	12 September 2014	Struck off
Pte. Ltd.

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APPENDIX I BIOGRAPHICAL DETAILS OF RETIRING DIRECTORS PROPOSED FOR RE-ELECTION

	Place of	Nature of business		Means of
Company name	incorporation	prior to dissolution	Date of dissolution	dissolution
IP Asset	Singapore	Real estate activities	4 September 2019	Struck off
Management Pte.
Ltd.

Mr. Daniel Tay has confirmed that each of the above dissolved companies was solvent at the relevant time. He further confirmed that there was no fraudulent act or misfeasance on his part leading to the dissolution of each of such companies and he is not aware of any actual or potential claim which has been or will be made against him as a result of the dissolution of each of such companies.

Mr. Daniel Tay is a director, and owns 50% of the issued shares, of Brilliant Stride which holds 600,000,000 Shares, representing 75% of the issued Shares. Mr. Daniel Tay has entered into an Executive Director service agreement with the Company for a term of three years commencing on the Listing Date. Mr Daniel Tay's annual salary from the Group as an employee is S$805,500.

Mr. Daniel Tay did not hold in the past three years any directorships in other public listed companies, the securities of which are listed on any securities market in Hong Kong or overseas.

Mr. Melvyn Wong (黃志達)

Mr. Melvyn Wong, aged 41, is a co-founder of the Group and has been with the Group since 4 June 2003. He was appointed as a Director on 2 February 2018 and was re-designated as an executive Director and appointed as the chief executive officer on 11 September 2018. Mr. Melvyn Wong is also a member of the Remuneration Committee and a director of all of the Company's subsidiaries. He is responsible for overseeing the execution of strategic planning and supervising the operations of the Group.

Mr. Melvyn Wong obtained a Bachelor of Engineering (Mechanical Engineering) degree from The National University of Singapore in June 2003. Upon graduation, Mr. Melvyn Wong co-founded the Group with Mr. Daniel Tay in June 2003 and has been the Group's director for operations.

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APPENDIX I BIOGRAPHICAL DETAILS OF RETIRING DIRECTORS PROPOSED FOR RE-ELECTION

Mr. Melvyn Wong was a director or owner of the following entities at the time or within 12 months from the time of their respective dissolution. The relevant details are as follows:

	Place of	Nature of business		Means of
Company name	Incorporation	prior to dissolution	Date of dissolution	dissolution
Asset Foundry Pte.	Singapore	Real estate activities;	11 March 2015	Struck off
Ltd.		letting and operating
		of self-owned real
		estate except food
		courts, coffee shops
		and eating houses
Big Shot Holdings	Singapore	Real estate activities	12 September 2014	Struck off
Pte. Ltd.
Wellth Property	Singapore	Residential real estate	9 March 2017	Struck off
Managers Pte. Ltd.		management other
		than town councils;
		commercial and
		industrial real estate
		management
Aspire Education	Singapore	Commercial schools	28 September 2005	Ceased
Centre		offering higher		registration
		education
		programmes
Ezyclean Laundry	Singapore	Laundry and dry	13 March 2005	Cancelled
Services		cleaning services
		except coin laundries
IP Asset	Singapore	Real estate activities	4 September 2019	Struck off
Management Pte.
Ltd.

Mr. Melvyn Wong has confirmed that each of the above dissolved companies was solvent at the relevant time. He further confirmed that there was no fraudulent act or misfeasance on his part leading to the dissolution of each of such companies and he is not aware of any actual or potential claim which has been or will be made against him as a result of the dissolution of each of such companies.

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APPENDIX I BIOGRAPHICAL DETAILS OF RETIRING DIRECTORS PROPOSED FOR RE-ELECTION

Mr. Melvyn Wong is a director, and owns 50% of the issued shares, of Brilliant Stride which holds 600,000,000 Shares, representing 75% of the issued Shares. Mr. Melvyn Wong has entered into an Executive Director service agreement with the Company for a term of three years commencing on the Listing Date. Mr Melvyn Wong's annual salary from the Group as an employee is S$805,500.

Mr. Melvyn Wong did not hold in the past three years any directorships in other public listed companies, the securities of which are listed on any securities market in Hong Kong or overseas.

INEDS

Mr. Jong Voon Hoo (楊文豪)

Mr. Jong Voon Hoo, aged 47, was appointed as an INED on 23 September 2019. He is the chairman of the Nomination Committee and a member of each of the Audit Committee and the Remuneration Committee, providing independent judgement on issues of strategy, policy, accountability and standard of conduct. Mr. Jong has been a director of Global Invest & Advisory Pte. Ltd., an investment consultancy and advisory firm, since October 2015.

Mr. Jong has over 20 years of experience in accounting and auditing. Mr. Jong joined Arthur Andersen LLP in July 1996 as a staff accountant in the assurance & business advisory division. He was promoted to senior in September 1998 and further promoted to manager in September 2001 until he left the firm in June 2002. Mr. Jong served as a manager of Deloitte & Touche LLP and engaged in audit work from November 2002 to June 2004, and was subsequently promoted to senior manager in July 2004 until he left the firm in September 2004. He was a chief financial officer of Green Build Technology Limited (formerly known as Youcan Foods International Limited and Youyue International Limited), a company listed on the Singapore Exchange (stock code: Y06), from October 2004 to August 2015.

Mr. Jong has entered into a letter of appointment with the Company for a term of one year commencing on the Listing Date and is entitled to a Director's fee of S$30,000 per annum.

Mr. Jong obtained a Bachelor of Accountancy degree from the Nanyang Technological University in Singapore in June 1996. He has been a Chartered Accountant of Singapore and a member of the Institute of Singapore Chartered Accountants since September 1999.

Mr. Jong has been an independent non-executive director of SingAsia Holdings Limited (stock code: 8293), a company whose shares are listed on GEM of the Stock Exchange, since June 2016. He has been an independent director of Sheng Siong Group Ltd., a company listed on the Singapore Exchange (stock code: OV8), since June 2011. He has been a lead independent director of Reclaims Global Limited, a company listed on the

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APPENDIX I BIOGRAPHICAL DETAILS OF RETIRING DIRECTORS PROPOSED FOR RE-ELECTION

Singapore Exchange (stock code: NEX), since January 2019. Save as disclosed herein, Mr. Jong did not hold in the past three years any directorships in other public listed companies, the securities of which are listed on any securities market in Hong Kong or overseas.

Mr. Koh Boon Chiao (許聞釗)

Mr. Koh Boon Chiao, aged 40, was appointed as an INED on 23 September 2019. He is currently the chairman of the Remuneration Committee and a member of each of the Audit Committee and the Nomination Committee, providing independent judgement on issues of strategy, policy, accountability and standard of conduct. Mr. Koh has also been appointed as a vice president, legal of ICHX Tech Pte. Ltd. since March 2019. He is responsible for providing legal support as well as promoting, developing and extending the business of such company.

Mr. Koh has over 12 years of experience in the legal industry. He started his career with Shook Lin & Bok LLP as an associate from May 2006 to October 2010. He had been a partner of Dentons Rodyk & Davidson LLP since October 2010 until he left the firm in July 2016. Mr. Koh joined Parkway Group Healthcare Pte. Ltd. as an assistant vice president of the legal department from July 2016 to February 2018, where he was responsible for reviewing and advising on legal matters of the company. He was a head of legal of TenX Pte. Ltd. from April 2018 to February 2019 and was responsible for managing and executing the legal activities as well as providing strategic advice to the chief executive, board and senior management of the company.

Mr. Koh obtained a Bachelor of Laws degree from the National University of Singapore in June 2005. He has been in practice since he qualified as a lawyer in Singapore in May 2006.

Mr. Koh has entered into a letter of appointment with the Company for a term of one year commencing on the Listing Date and is entitled to a Director's fee of S$30,000 per annum.

Mr. Koh did not hold in the past three years any directorships in other public listed companies, the securities of which are listed on any securities market in Hong Kong or overseas.

Mr. Lim Wee Pin (林偉彬)

Mr. Lim Wee Pin, aged 49, was appointed as an INED on 23 September 2019. He is the chairman of the Audit Committee and a member of each of the Nomination Committee and the Remuneration Committee. Mr. Lim has been a chief finance officer of C. Melchers GmbH & Co. since September 2019.

Mr. Lim has over 20 years of experience in corporate financing, accounting, financial advisory and project management. Mr. Lim firstly worked in KPMG as a graduate assistant in the assurance units in December 1995. He left the firm in May 2003 as a consulting manager. He later served as an internal audit manager of Intraco Limited in July 2003, and was promoted to director of the corporate planning and M&A department in March 2008. He became the chief financial operating officer and an executive director of Tangmu Food Products Co. Ltd. from April 2008 to June 2012, and an assistant general manager of

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APPENDIX I BIOGRAPHICAL DETAILS OF RETIRING DIRECTORS PROPOSED FOR RE-ELECTION

Robinsons & Co (Singapore) Pte. Ltd. to oversee the finance and logistics team from July 2012 to February 2014. He was a principal consultant of Strategicom Pte. Ltd. from April 2014 to June 2014 providing consulting services to clients and strategic assistance to projects managed by other consultant of the company. Mr. Lim was the chief financial officer of Aalst Chocolate Pte. Ltd. from March 2015 to March 2017, and a chief financial (operating) officer of YSQ International Pte. Ltd. from April 2017 to October 2017, responsible for the finance and operations of the companies. Mr. Lim was a finance general manager of Crystal SL Global Pte. Ltd. from March 2018 to September 2019.

Mr. Lim obtained a Bachelor of Accountancy from the Nanyang Technological University in Singapore in June 1995. He has been a Chartered Accountant of Singapore and a member of the Institute of Singapore Chartered Accountants since July 2000.

Mr. Lim was a director or owner of the following entities at the time or within 12 months from the time of their respective dissolution. The relevant details are as follows:

	Place of	Nature of business			Means of
Company name	incorporation	prior to dissolution	Date of dissolution	dissolution
Syvhav Pte. Ltd.	Singapore	Wholesale trade	8	May 2017	Struck off
LWP Investoring	Singapore	Corporate finance	2	April 2015	Cancelled
		advisory services

Mr. Lim has confirmed that each of the above dissolved companies was solvent at the relevant time. He further confirmed that there was no fraudulent act or misfeasance on his part leading to the dissolution of each of such companies and he is not aware of any actual or potential claim which has been or will be made against him as a result of the dissolution of each of such companies.

Mr. Lim has entered into a letter of appointment with the Company for a term of one year commencing on the Listing Date and is entitled to a Director's fee S$30,000 per annum.

Mr. Lim did not hold in the past three years any directorships in other public listed companies, the securities of which are listed on any securities market in Hong Kong or overseas.

General

Save as disclosed above, each of the Retiring Directors confirms with respect to him that as at the Latest Practicable Date: he (i) did not hold other positions in the Company or other members of the Group; (ii) did not have any relationship with any Directors, senior management, substantial shareholder or controlling shareholder of the Company; and (iii) did not have any interests in the shares, underlying shares or debentures of the Company or any of its associated corporations within the meaning of Part XV of the SFO. In addition, the remuneration of each of the Retiring Directors has been determined by the Board upon the recommendation of the Remuneration Committee by reference to his qualifications, experience and responsibilities with the Group as well as the prevailing market conditions.

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APPENDIX II	EXPLANATORY STATEMENT

This appendix serves as an explanatory statement, as required by Rule 10.06(1)(b) of the Listing Rules, to provide the requisite information to enable the Shareholders to make an informed decision on whether to vote for or against the resolution to be proposed at the 2020 AGM for approving the Repurchase Mandate.

The Listing Rules permit companies whose primary listing is on the Stock Exchange to repurchase their fully-paid shares on the Stock Exchange subject to certain restrictions, the most important of which are summarised below:

1. SHAREHOLDERS' APPROVAL

All proposed share repurchase on the Stock Exchange by a company with its primary listing on the Stock Exchange must be approved in advance by the shareholders by an ordinary resolution, either by way of a general mandate or by a specific approval.

2. REPURCHASE OF SECURITIES FROM CORE CONNECTED PERSONS

Under the Listing Rules, the Company is prohibited from knowingly purchasing Shares on the Stock Exchange from a core connected person.

As at the Latest Practicable Date, no core connected person of the Company has notified the Company that he/she/it has a present intention to sell any Shares to the Company or has undertaken not to sell any of the Shares held by him/her/it to the Company or its subsidiaries in the event that the Repurchase Mandate is approved by the Shareholders.

3. SHARE CAPITAL

As at the Latest Practicable Date, there were a total of 800,000,000 issued Shares. Subject to the passing of the proposed ordinary resolution for the approval of the Repurchase Mandate and assuming that there is no change in the number of the issued Shares after the Latest Practicable Date and up to the date of the 2020 AGM of passing such resolution, the Directors will be authorised to repurchase up to a maximum of 80,000,000 Shares, representing 10% of the total number of issued Shares as at the date of passing the relevant resolution. The Repurchase Mandate will end on the earliest of (i) the conclusion of the next AGM; (ii) the expiration of the period within which the next AGM is required to be held by the Articles of Association or any applicable laws of the Cayman Islands and Hong Kong; and (iii) the date on which such authority is revoked or varied by an ordinary resolution of the Shareholders at a general meeting of the Company.

4. REASONS FOR REPURCHASE

The Directors presently have no intention to repurchase any Shares but consider the Repurchase Mandate to be in the interests of the Company and the Shareholders as a whole. An exercise of the Repurchase Mandate may, depending on the market conditions and funding arrangements at the time, lead to an enhancement of the net asset value per share and/or earnings per share and will only be made when the Directors believe that a repurchase will benefit the Company and the Shareholders as a whole.

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APPENDIX II	EXPLANATORY STATEMENT

5. FUNDING OF REPURCHASE

In repurchasing securities, our Company may only apply funds legally available for such purpose in accordance with its Articles of Association, the Listing Rules and the applicable laws of the Cayman Islands and Hong Kong.

6. IMPACT ON WORKING CAPITAL OR GEARING POSITION

An exercise of the Repurchase Mandate in full would have a material adverse impact on the working capital or gearing position of the Company when compared with that as at 31 March 2020, being the date of its latest published audited consolidated financial statements. The Directors do not propose to exercise the Repurchase Mandate to such extent as would, in the circumstances, have a material adverse impact on the working capital or gearing position of the Company, which in the opinion of the Directors is from time to time appropriate for the Company.

7. SHARE PRICES

The highest and lowest prices at which the Shares had been traded on the Stock Exchange since the Listing Date and up to the Latest Practicable Date were as follows:

	Traded Price Per Share
	(HK$)
Month	Highest	Lowest
2019
October (since the Listing Date)	1.870	0.445
November	0.475	0.320
December	0.750	0.425
2020
January	0.450	0.320
February	0.375	0.320
March	0.335	0.190
April	0.295	0.199
May	0.255	0.206
June	0.230	0.201
July (up to and including the Latest Practicable Date)	0.243	0.200

Source: the Stock Exchange

8. DIRECTORS AND THEIR CLOSE ASSOCIATES

None of the Directors or, to the best of their knowledge having made all reasonable enquiries, their close associates, have any present intention to sell to the Company or its subsidiaries any of the Shares if the Repurchase Mandate is approved at the 2020 AGM.

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APPENDIX II	EXPLANATORY STATEMENT

9. UNDERTAKING OF THE DIRECTORS

The Directors have undertaken to the Stock Exchange that so far as the same may be applicable, they will exercise the powers of the Company to repurchase Shares pursuant to the Repurchase Mandate in accordance with the Listing Rules and the applicable laws and regulations of the Cayman Islands and Hong Kong.

10. EFFECT OF TAKEOVERS CODE

If a Shareholder's proportionate interest in the voting rights of the Company increases as a result of the Company exercising its powers to repurchase Shares pursuant to the Repurchase Mandate, such an increase will be treated as an acquisition for the purpose of the Takeovers Code. As a result, a Shareholder or a group of Shareholders acting in concert (as defined in the Takeovers Code) could obtain or consolidate control of the Company and become(s) obliged to make a mandatory offer in accordance with Rule 26 or Rule 32 of the Takeovers Code.

As at the Latest Practicable Date, to the best knowledge and belief of the Directors, the following substantial shareholders were interested in 10% or more of the number of issued Shares:

				Percentage of
				total number
				of Shares
				(assuming
				the Share
				Repurchase
			Percentage of	Mandate is
Name of substantial	Capacity/Nature of	Number of	total number	exercised
shareholders	interest	Shares held	of Shares	in full)
Brilliant Stride	Beneficial owner(2)	600,000,000 (L)	75%	83.33%
Mr. Melvyn Wong	Interest in a	600,000,000 (L)	75%	83.33%
	controlled
	corporation(2)
Ms. Chong Yi May	Interest of spouse(3)	600,000,000 (L)	75%	83.33%
Cheryl (''Mrs. Wong'')
Mr. Daniel Tay	Interest in a	600,000,000 (L)	75%	83.33%
	controlled
	corporation(2)
Ms. Lim Michelle	Interest of spouse(4)	600,000,000 (L)	75%	83.33%
(''Mrs. Tay'')

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APPENDIX II	EXPLANATORY STATEMENT

Notes:

1. The letter ''L'' denotes the person's long position in the relevant Shares.
2. All the issued shares of Brilliant Stride are legally and beneficially owned as to 50% by Mr. Melvyn Wong and 50% by Mr. Daniel Tay. Accordingly, Mr. Melvyn Wong and Mr. Daniel Tay are deemed to be interested in 600,000,000 Shares held by Brilliant Stride by virtue of the SFO.
3. Mrs. Wong, the spouse of Mr. Melvyn Wong, is deemed under the SFO to be interested in the Shares in which Mr. Melvyn Wong is interested.
4. Mrs. Tay, the spouse of Mr. Daniel Tay, is deemed under the SFO to be interested in the Shares in which Mr. Daniel Tay is interested.

On the basis that the issued Shares remain the same, the Directors are not aware of any consequences which may arise under Rules 26 and 32 of the Takeovers Code.

The Directors will not exercise the Repurchase Mandate if the repurchase would result in the number of Shares which are in the hands of the public falling below 25% of the total number of the Shares in issue.

11. SHARE REPURCHASE MADE BY THE COMPANY

No repurchases of Shares have been made by the Company (whether on the Stock Exchange or otherwise) since the Listing Date up to the Latest Practicable Date.

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NOTICE OF ANNUAL GENERAL MEETING

Snack Empire Holdings Limited

快 餐 帝 國 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1843)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the annual general meeting of the shareholders of Snack Empire Holdings Limited (the ''Company'' and the ''2020 AGM'', respectively) will be held at 10 Anson Road, #26-11 International Plaza, Singapore 079903 on Friday, 28 August 2020 at 11 : 00 a.m. for the following purposes:

ORDINARY RESOLUTIONS

1. To consider and adopt the audited consolidated financial statements of the Company and its subsidiaries for the year ended 31 March 2020 and the respective reports of the Company's directors (the ''Director(s)'') and independent auditors of the Company (the ''Independent Auditors'').
2. (i) To re-elect Mr. Daniel Tay Kok Siong as an executive Director;
3. 1. To re-elect Mr. Wong Chee Tat as an executive Director;
   2. To re-elect Mr. Jong Voon Hoo as an independent non-executive Director (the ''INED'');
   3. To re-elect Mr. Koh Boon Chiao as an INED; and
   4. To re-elect Mr. Lim Wee Pin as an INED.
4. To authorise the board of Directors (the ''Board'') to fix the remuneration of the Directors for the year ending 31 March 2021 (the ''FY 2021'');
5. To re-appoint PricewaterhouseCoopers as the Independent Auditors in respect of the Company's financial statements for FY 2021 and authorise the Board to fix its remuneration;

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NOTICE OF ANNUAL GENERAL MEETING

5. To consider and, if thought fit, pass with or without amendments the following resolution as an ordinary resolution:

''THAT:

1. subject to paragraph (c) below of this Resolution, the exercise by the directors of the Company (the ''Directors'') during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and deal with additional shares of the Company (the ''Shares'') or securities convertible into Shares, or options or securities for similar rights to subscribe for any Shares and to make or grant offers, agreements and options which might require the exercise of such powers be and the same is hereby generally and unconditionally approved;
2. the approval in paragraph (a) above of this Resolution shall be in addition to any other authorisation given to the Directors and shall authorise the Directors during the Relevant Period (as defined below) to make or grant offers, agreements and options which might require the exercise of such powers after the end of the Relevant Period;
3. the total number of Shares allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to options or otherwise) by the Directors pursuant to the approval in paragraph (a) above of this Resolution, otherwise than pursuant to (i) a Rights Issue (as defined below); or (ii) the exercise of any options granted under the share option scheme of the Company; or (iii) any scrip dividend or similar arrangements providing for the allotment and issue of Shares in lieu of the whole or part of a dividend on Shares in accordance with the articles of association of the Company (the ''Articles of Association'') in force from time to time, shall not exceed the aggregate of 20% of the total number of the Shares in issue as at the date of the passing of this Resolution and such approval shall be limited accordingly; and
4. for the purposes of this Resolution:
   ''Relevant Period'' means the period from the date of the passing of this Resolution until whichever is the earliest of:
5. 1. the conclusion of the next annual general meeting of the Company (the ''AGM'');
   2. the expiration of the period within which the next AGM is required to be held by the Articles of Association or any other applicable laws or regulations; and
   3. the date on which the authority set out in this Resolution is revoked and varied by way of an ordinary resolution by the shareholders of the Company in general meeting.

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NOTICE OF ANNUAL GENERAL MEETING

''Rights Issue'' means an offer of Shares, or offer or issue of options or other securities giving the rights to subscribe for Shares open for a period fixed by the Directors to holders of Shares on the register on a fixed record date in proportion to their then holdings of Shares (subject to such exclusion or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements, or having regard to any restrictions or obligations under the laws of, or the requirements of, or the expense or delay which may be involved in determining the existence or extent of any restrictions or obligations under the laws or the requirements of any recognised regulatory body or any stock exchange in any territory, outside Hong Kong).''

6. To consider and, if thought fit, pass with or without amendments the following resolution as an ordinary resolution:

''THAT:

1. subject to paragraph (b) below of this Resolution, the exercise by the directors of the Company during the Relevant Period (as defined below) of all the powers of the Company to repurchase the shares of the Company (the ''Shares'') on The Stock Exchange of Hong Kong Limited (the ''Stock Exchange'') or any other stock exchange on which the Shares may be listed and recognised by the Securities and Futures Commission of Hong Kong (the ''Commission'') and the Stock Exchange under the Hong Kong Code of Share Buy-backs administered by the Commission be and is hereby generally and unconditionally approved;
2. the total number of the Shares which may be repurchased by the Company pursuant to the approval in paragraph (a) of this Resolution above during the Relevant Period (as defined below) shall not exceed 10% of the total number of the issued Shares as at the date of the passing of this Resolution and the authority pursuant to paragraph (a) above of this Resolution shall be limited accordingly; and
3. for the purpose of this Resolution:
   ''Relevant Period'' means the period from the passing of this Resolution until whichever is the earliest of:
4. 1. the conclusion of the next annual general meeting of the Company (the ''AGM'');
   2. the expiration of the period within which the next AGM is required to be held by the articles of association of the Company or any other applicable laws or regulations; and

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NOTICE OF ANNUAL GENERAL MEETING

1. the date on which the authority set out in this Resolution is revoked and varied by way of an ordinary resolution by the shareholders of the Company in general meeting.''

7. To consider and, if thought fit, pass with or without amendments the following resolution as an ordinary resolution:

''THAT conditional upon the passing of Resolutions numbered 5 and 6 set out in the notice convening the annual general meeting of the Company (the ''Notice''), the authority granted to the directors of the Company pursuant to Resolution numbered 5 set out in the Notice be and is hereby extended by the addition thereto of an amount representing the total number of the shares of the Company (the ''Shares'') repurchased pursuant to the authority granted pursuant to Resolution numbered 6 set out in the Notice, provided that such amount shall not exceed 10% of the total number of the issued Shares as at the date of passing this Resolution.''

By Order of the Board

Snack Empire Holdings Limited

Daniel Tay Kok Siong

Chairman and Executive Director

Hong Kong, 30 July 2020

Registered office:

Cricket Square, Hutchins Drive

P.O. Box 2681

Grand Cayman KY1-1111

Cayman Islands

Headquarters and principal place of business in Singapore:

10 Anson Road

#21-02 International Plaza Singapore

079903

Principal place of business in Hong Kong:

57th Floor, The Center

99 Queen's Road Central

Hong Kong

Website of the Company: http://snackemp.com

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NOTICE OF ANNUAL GENERAL MEETING

Notes:

1. Any member of the Company (the ''Member'' or ''Shareholder'') entitled to attend and vote at the 2020 AGM or its adjourned meeting (as the case may be) is entitled to appoint one (or, if he/she/it holds two or more Shares, more than one) proxy to attend and, on a poll, vote on his/her/its behalf subject to the provision of the Articles of Association. A proxy need not be a Member but must be present in person at the 2020 AGM to represent the Member. If more than one proxy is so appointed, the appointment shall specify the number of Shares in respect of which such proxy is so appointed.
2. In order to be valid, the duly completed and signed form of proxy must be deposited together with a power of attorney or other authority, if any, under which it is signed or a certified copy of that power or authority, at the Company's Hong Kong branch share registrar and transfer office, Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong, as soon as possible and in any event, not later than 48 hours before the time appointed for holding the 2020 AGM or its adjourned meeting (as the case may be). Completion and return of a form of proxy will not preclude a Member from attending and voting in person at the 2020 AGM or its adjourned meeting should he/she so wish. In such event, the form of proxy shall be deemed to be revoked.
3. For determining the entitlement of the Shareholders to attend and vote at the 2020 AGM, the register of members of the Company (the ''Register of Members'') will be closed from Tuesday, 25 August 2020 to Friday, 28 August 2020 (both days inclusive), during which period no transfer of Shares will be registered. To qualify for attending the 2020 AGM, the non-registered Shareholders must lodge all duly completed transfer documents, accompanied by the relevant share certificates with the Company's Hong Kong branch share registrar and transfer office, Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong for registration not later than 4.30 p.m. on Monday, 24 August 2020.
4. In relation to the proposed Resolution numbered 2 above, Mr. Daniel Tay Kok Siong, Mr. Wong Chee Tat, Mr. Jong Voon Hoo, Mr. Koh Boon Chiao and Mr. Lim Wee Pin will retire as Directors at the 2020 AGM and, being eligible, offer themselves for re-election. Details of the above Directors are set out in Appendix I to the Company's circular dated 30 July 2020.
5. In relation to the proposed Resolution numbered 4 above, the Board concurs with the views of the audit committee of the Board and has recommended that PricewaterhouseCoopers be re-appointed as the Independent Auditors.
6. In relation to the proposed Resolution numbered 5 above, approval is being sought from the Members for the grant to the Directors of a general mandate to authorise the allotment and issue of Shares under the Rules Governing the Listing of Securities on the Stock Exchange (the ''Listing Rules''). The Directors have no immediate plans to issue any new Shares.

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NOTICE OF ANNUAL GENERAL MEETING

1. In relation to the proposed Resolution numbered 6 above, the Directors wish to state that currently, they have no intention to repurchase any Shares and will exercise the powers conferred thereby to repurchase Shares only in the circumstances which they consider appropriate for the benefit of the Company and the Members as a whole. An explanatory statement containing the information necessary to enable the Members to make an informed decision to vote for or against the proposed resolution as required by the Listing Rules is set out in Appendix II to the Company's circular dated 30 July 2020.
2. In compliance with Rule 13.39(4) of the Listing Rules, voting on all proposed resolutions set out in this Notice will be decided by way of a poll except where the chairman of the 2020 AGM, in good faith, decides to allow a resolution which relates purely to a procedural or an administrative matter to be voted on by a show of hands.
3. Where there are joint holders of any Share, any one of such joint holders may vote at the 2020 AGM, either personally or by proxy, in respect of such Share as if he/she were solely entitled thereto; but if more than one of such joint holders are present at the 2020 AGM, the vote of the senior holder who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders. For this purpose, seniority shall be determined by the order in which the names stand in the Register of Members in respect of the joint holding.
4. The translation into Chinese language of this Notice is for reference only. In case of any inconsistency, the English version shall prevail.

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