A8 New Media Group Limited

A8新 媒 體 集 團 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 800)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING

TO BE HELD ON FRIDAY, 25 JUNE 2021, AT 3:30 P.M. OR ANY ADJOURNMENT THEREOF

I/We (Note 1)

of

being the registered holder(s) of (Note 2)shares of HK$0.01 each in the share capital of A8 New Media Group Limited

(the ''Company'') hereby appoint the Chairman of the meeting (Note 3) or

of

as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the annual general meeting (the ''AGM'') of the Company to be held at the conference room of the Company at 25/F, A8 Music Building, No. 1002 Keyuan Road, Hi-tech Park, Nanshan District, Shenzhen, the PRC. on Friday, 25 June 2021 at 3:30 p.m. (or at any adjournment thereof).

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll (Note 4).

ORDINARY RESOLUTIONS

FOR

AGAINST

1. To receive and approve adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors of the Company (the ''Directors'') and auditors of the Company (''Auditors'') for the year ended 31 December 2020.

2.

(a)

To re-elect Mr. Liu Xiaosong as an executive Director.

(b)

To re-elect Mr. Chan Yiu Kwong as an independent non-executive Director.

(c)

To authorise the board of Directors (the ''Board'') to fix the respective

Directors' remuneration.

3.

To re-appoint Ernst & Young as Auditors and to authorise the Board to fix its

remuneration.

4.

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

the Company's shares (''Shares'').

5.

To grant a general mandate to the Directors to repurchase Shares of the Company.

6. To extend the general mandate granted to the Directors to issue additional Shares under resolution 4 by the number of the Shares repurchased by the Company under resolution 5.

Date:

2021

Signature(s) (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 registered in your name(s).
  3. If any proxy other than the Chairman of the meeting is preferred, please strike out the words ''the Chairman of the meeting'' and insert the name and address of the proxy desired in the space provided. A member entitled to attend and vote at the AGM may appoint more than one proxy to attend and vote on his behalf, provided that if more than one proxy is so appointed, the appointment shall specify the number and class of Shares in respect of which each such proxy is so appointed. A proxy need not be a member of the Company.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK IN THE BOXES MARKED ''FOR''. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK IN THE BOXES MARKED ''AGAINST''. If no direction is given, your proxy will vote or abstain at his discretion. A proxy will also be entitled to vote on any amendment of a resolution put to the AGM for which it is given as the proxy thinks fit.
  5. This form of proxy must be signed by you or your attorney duly authorized in writing. In case of a corporation, the same must be either under its common seal or under the hand of an officer or attorney so authorised.
  6. In the case of joint holders of a Share, either in person or by proxy, in respect of such Shares as if he/she 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, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand on the register of members of the Company in respect of the joint holding.
  7. In order 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 certified copy thereof, must be deposited at the Company's branch share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible and in any event by 3:30 p.m. (Hong Kong time) on Wednesday, 23 June 2021 or not less than 48 hours before the time fixed for holding the AGM or any adjournment thereof.
  8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM if you so wish.
  9. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

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A8 New Media Group Ltd. published this content on 27 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 April 2021 03:00:00 UTC.