Kerry Logistics Network : Form of Proxy for Special General Meeting

(Incorporated in the British Virgin Islands and continued into Bermuda

as an exempted company with limited liability)

Stock Code 636

FORM OF PROXY FOR THE SPECIAL GENERAL MEETING

TO BE HELD ON WEDNESDAY, 26 MAY 2021 AT 3:15 P.M.

(OR AS SOON THEREAFTER AS THE ANNUAL GENERAL MEETING OF THE COMPANY

TO BE HELD AT THE SAME PLACE AND ON THE SAME DATE AT 2:30 P.M.

SHALL HAVE BEEN CONCLUDED OR ADJOURNED)(OR ANY ADJOURNMENT THEREOF) (THE "SGM")

I/We(Note 1)

of(Note 1)

being the registered holder(s) of(Note 2)

ordinary shares of HK$0.50 each (the "Shares") in the capital of

Kerry Logistics Network Limited (the "Company") HEREBY APPOINT(Notes 3 & 4)

of(Notes 3 & 4)

or failing him/her, the chairman of the SGM as my/our proxy to attend for me/us and on my/our behalf at the SGM to be held at Orchid Room, Lower Level II, Kowloon Shangri-La, 64 Mody Road, Tsimshatsui East, Kowloon, Hong Kong on Wednesday, 26 May 2021 at 3:15 p.m. (or as soon thereafter as the annual general meeting of the Company to be held at the same place and on the same date at 2:30 p.m. shall have been concluded or adjourned) (or any adjournment thereof), for the purpose of considering and, if thought fit, passing with or without modification, the resolutions as set out in the notice of SGM and at the SGM or at any adjournment thereof (as the case may be), to vote on my/our behalf in respect of the said resolutions as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit. My/our proxy will also be entitled to vote on any matters properly put to the SGM in such manner as he/she thinks fit. Unless the context requires otherwise, terms used herein shall have the same meanings as those defined in the circular of the Company dated 3 May 2021.

	Ordinary Resolutions	For(Note 5)	Against(Note 5)
1.	THAT the transactions contemplated under the Warehouses Sale Agreement and all actions taken or to be
	taken by the Company and/or its subsidiaries pursuant to or incidental to the Warehouses Sale Agreement be
	and are hereby approved, and the directors of the Company be and are hereby authorised to take all such steps,
	do all such acts and things and to sign, execute, seal (where required) and deliver all such documents which
	he/she may in his/her absolute discretion, consider necessary, appropriate, desirable or expedient in
	connection with or to implement or give effect to the Warehouses Sale Agreement and the transactions
	contemplated thereunder.
2.	THAT the transactions contemplated under each of the Warehouses Management Agreements and all actions
	taken or to be taken by the Company and/or its subsidiaries pursuant to or incidental to the Warehouses
	Management Agreements be and are hereby approved, and the directors of the Company be and are hereby
	authorised to take all such steps, do all such acts and things and to sign, execute, seal (where required) and
	deliver all such documents which he/she may in his/her absolute discretion, consider necessary, appropriate,
	desirable or expedient in connection with or to implement or give effect to the Warehouses Management
	Agreements and the transactions contemplated thereunder.
3.	THAT the transactions contemplated under the Taiwan Business Sale Agreement and all actions taken or to be
	taken by the Company and/or its subsidiaries pursuant to or incidental to the Taiwan Business Sale Agreement
	be and are hereby approved, and the directors of the Company be and are hereby authorised to take all such
	steps, do all such acts and things and to sign, execute, seal (where required) and deliver all such documents
	which he/she may in his/her absolute discretion, consider necessary, appropriate, desirable or expedient in
	connection with or to implement or give effect to the Taiwan Business Sale Agreement and the transactions
	contemplated thereunder.
4.	THAT the transactions contemplated under each of the Brand Licence Agreements and all actions taken or to
	be taken by the Company and/or its subsidiaries pursuant to or incidental to the Brand Licence Agreements be
	and are hereby approved, and the directors of the Company be and are hereby authorised to take all such steps,
	do all such acts and things and to sign, execute, seal (where required) and deliver all such documents which
	he/she may in his/her absolute discretion, consider necessary, appropriate, desirable or expedient in
	connection with or to implement or give effect to the Brand Licence Agreements and the transactions
	contemplated thereunder.
5.	THAT the transactions contemplated under the Shareholders' Agreement and all actions taken or to be taken
	by the Company and/or its subsidiaries pursuant to or incidental to the Shareholders' Agreement be and are
	hereby approved, and the directors of the Company be and are hereby authorised to take all such steps, do all
	such acts and things and to sign, execute, seal (where required) and deliver all such documents which he/she
	may in his/her absolute discretion, consider necessary, appropriate, desirable or expedient in connection with
	or to implement or give effect to the Shareholders' Agreement and the transactions contemplated thereunder.
6.	THAT the transactions contemplated under the Framework Services Agreement and all actions taken or to be
	taken by the Company and/or its subsidiaries pursuant to or incidental to the Framework Services Agreement
	be and are hereby approved, and the directors of the Company be and are hereby authorised to take all such
	steps, do all such acts and things and to sign, execute, seal (where required) and deliver all such documents
	which he/she may in his/her absolute discretion, consider necessary, appropriate, desirable or expedient in
	connection with or to implement or give effect to the Framework Services Agreement and the transactions
	contemplated thereunder.
	Special Resolution	For(Note 5)	Against(Note 5)
7.	THAT the amended and restated Bye-laws be and are hereby approved and adopted as the bye-laws of the
	Company in substitution for, and to the exclusion of, the existing bye-laws of the Company and with effect
	from the Effective Time.

Dated this

day of

2021

Signature(s)(Notes 6 & 7)

Notes:

1. Please insert full name(s) and address(es) in BLOCK CAPITALS.
2. Please insert the number of Shares registered in your name(s) to which this form of proxy relates. If no number is inserted, this form will be deemed to relate to all the Shares registered in your name(s).
3. Every member entitled to attend and vote at the SGM is entitled to appoint up to two individuals as his proxies. A proxy need not be a member of the Company.
4. If you appoint more than one proxy to represent you, please also insert the number of Shares which each proxy represents and the name of the proxy. IF NO NAME IS INSERTED OR IF NONE
   OF YOUR APPOINTED PROXY(IES) TURNS UP IN THE SGM, THE CHAIRMAN OF THE SGM WILL ACT AS YOUR PROXY UNLESS IT IS OTHERWISE INDICATED BY THE SHAREHOLDER HEREIN NOT TO BE SO.
5. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION(S), PLEASE TICK IN THE BOX(ES) MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE RESOLUTION(S), TICK IN THE BOX(ES) MARKED "AGAINST". Failure to complete the boxes will entitle your proxy(ies) to cast his/their vote(s) at his/their discretion. A tick in the relevant box indicates that the votes attached to all the Shares stated above as held by you will be cast accordingly and a number in the relevant box indicates that the votes attached to the number of Shares referred to in the box will be cast accordingly.
6. This form must be signed by you or your attorney duly authorised in writing, or, in the case of a corporation, must be either under seal or under the hand of an officer or attorney duly authorised.
7. In the case of joint holders, the signature of any one holder will be sufficient but the names of all the joint holders should be stated. Where there are joint holders of any Shares, any one of such joint holders may vote at the meeting, 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 the meeting, that one of the said persons so present whose name stands first on the registers of members of the Company in respect of such Shares will alone be entitled to vote in respect thereof.
8. To be valid, this form, together with the power of attorney or other authority (if any) under which it is signed, must be deposited at the Company's Hong Kong branch share registrar and transfer office, 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 the holding of the SGM, i.e. by no later than 3:15 p.m. on Monday, 24 May 2021.
9. Any alteration made to this form of proxy must be initialed by the person who signs it.