JOBNAME: HCR20120066_E_Jiayua PAGE: 1 SESS: 21 OUTPUT: Thu Apr 22 05:22:11 2021 //English/HCR/HCR20120066e_Jiayuan_Services_AGM/06proxy

Jiayuan Services Holdings Limited

佳源 服務控股有 限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1153)

Number of shares to which this form of proxy relates(Note 1)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING

TO BE HELD ON 9 JUNE 2021

I/We(Note 1)

of

being the registered holder(s) of shares in the issued share capital of Jiayuan Services Holdings Limited (the "Company") hereby appoint the Chairman of the meeting(Note 3) or

of

as my/our proxy to attend, act and vote for my/us and on my/our behalf as directed below at the annual general meeting (the "AGM") of the Company to be held at Room 1403, 9 Queen's Road Central, Hong Kong on 9 June 2021 at 2:00 pm (and at any adjournment thereof).

Name of proxy who is entitled to vote on the resolution on a show of hands at the AGM if more than one proxy are appointed(Note 3)

Please tick ("") the appropriate boxes to indicate how you wish your vote(s) to be cast(Note 4).

ORDINARY RESOLUTIONS

FOR

AGAINST

  1. To receive, consider and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors of the Company (the "Directors") and auditor of the Company for the year ended 31 December 2020.
  2. To declare a final dividend of HK64 cents per ten ordinary shares for the year ended 31 December 2020.

3.

(a)

(i) To re-elect Mr. Zhu Hongge as an executive Director;

      1. To re-elect Ms. Mu Liyuan as an executive Director;
      2. To re-elect Mr. Huang Fuqing as a non-executive Director;
      3. To re-elect Mr. Pang Bo as a non-executive Director;
      4. To re-elect Ms. Liang Yunxu as an independent non-executive Director;
      5. To re-elect Mr. Wang Huimin as an independent non-executive Director;
      6. To re-elect Mr. Wong Kwok Yin as an independent non-executive Director;
    1. To authorize the board of Directors of the Company (the "Board") to fix the remuneration of the Directors.
  1. To re-appoint PricewaterhouseCoopers as auditor of the Company and to authorize the Board to fix its remuneration.
  2. To grant a general mandate to the Directors to allot, issue and deal with additional shares of the Company not exceeding 20% of the total number of issued shares of the Company as at the date of passing of this resolution.
  3. To grant a general mandate to the Directors to repurchase shares of the Company not exceeding 10% of the total number of issued shares of the Company as at the date of passing of this resolution.
  4. To extend the general mandate granted to the Directors to allot, issue and deal with additional shares in the capital of the Company under the ordinary resolution no. 5 by the aggregate number of the shares repurchased by the Company pursuant to the ordinary resolution no. 6.

Dated this

day of

2021

Signature(s)(Note 5)

Notes:

  1. 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). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.
  2. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.
  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. Any shareholder of the Company entitled to attend and vote at the AGM is entitled to appoint more than one proxy to attend, and on a poll, vote instead of him. A proxy need not be a shareholder of the Company. If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified in the form of proxy.
    On a show of hands every shareholder who is present in person or by proxy(ies) shall have one vote provided that where more than one proxy is appointed by a shareholder which is a clearing house (or its nominee(s)), each such proxy shall have one vote on a show of hands. If a shareholder (other than a clearing house (or its nominees)) appoints more than one proxy, only one of the proxies so appointed and specified in the form of proxy is entitled to vote on the resolution on a show of hands. In the case of a poll, every shareholder present in person or by proxy(ies) shall be entitled to one vote for each share held by him.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK ("") THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK ("") THE BOX MARKED "AGAINST". If no direction is given, your proxy will vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.
  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 authorized. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
  6. In 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 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. 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 Hong Kong branch share registrar, 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 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. References to time and dates in this form of proxy are to Hong Kong time and dates.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the AGM of the Company (the "Purposes"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us 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. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. You/your proxy (or proxies) has/have the right to request access to and/or correction of the relevant personal data in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company at Room 1403, 9 Queen's Road Central, Hong Kong/Tricor Investor Services Limited at the above address or by email to jyfw@jy-fw.cn.

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Jiayuan Services Holdings 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 09:16:04 UTC.