Mm2 Asia : Proxy Form for EGM on 17 December 2022

PROXY FORM

MM2 ASIA LTD.

(Incorporated in the Republic of Singapore)

(Company Registration No. 201424372N)

PROXY FORM

IMPORTANT

1. The Extraordinary General Meeting ("EGM") is being convened, and will be held, by electronic means pursuant to the COVID-19 (Temporary Measures) (Alternative Arrangements for Meeting for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020. Printed copies of the Notice of EGM and the Circular dated 2 December 2022 will not be sent to members. Instead, the Notice of EGM and the Circular dated 2 December 2022 will be sent to members by electronic means via publication on the SGX website at www.sgx.com and on the Company's website at https://www.mm2asia.com.
2. A member will not be able to attend the EGM in person. Alternative arrangements relating to the attendance of the EGM through electronic means, as well as conduct of the EGM and relevant guidance with full details are set out in the Notice of EGM dated 2 December 2022, which can be accessed via the SGX website at: https://www.sgx.com/securities/company-announcements and on the Company's website at https://www.mm2asia.com..
3. An investor who holds shares under the Central Provident Fund Investment Scheme ("CPF Investor") and/or the Supplementary Retirement Scheme ("SRS Investor") and wishes to vote should approach their respective CPF Agent Banks and/or SRS Operators to submit their votes to appoint the Chairman of the EGM as their proxy, at least seven (7) working days before the EGM.
4. This Proxy Form is not valid for use by CPF and SRS Investors and shall be ineffective for all intents and purposes if used or purported to be used by them.

I/We

_ (Name) _

(NRIC/Passport/Registration

Number)

of

_

(Address)

being a member/members of MM2 ASIA LTD. (the "Company") hereby appoint:

Name

Address

Email Address^

NRIC/Passport

Proportion of

Number

Shareholdings

No. of Shares

%

*and/or (delete as appropriate)

Name

Address

Email Address^

NRIC/Passport

Proportion of

Number

Shareholdings

No. of Shares

%

• Appointed proxy(ies) will be prompted via email (within 2 business days after the Company's receipt of a validly completed and submitted proxy form) to pre-register at the pre-registration website which is accessible from the URL: https://conveneagm.com/sg/mm2asiaegm2022 in order to access the "live" audio-visual webcast or "live" audio-only stream of the EGM proceedings

the Chairman of the EGM of the Company, as *my/our proxy/proxies to attend and vote for *me/us on *my/our behalf at the EGM to be held by way of electronic means on Saturday, 17 December 2022 at 1.30 p.m. and at any adjournment thereof. *I/We direct my/our proxy/proxies to vote for or against or abstain from voting on the Resolutions proposed at the EGM as indicated hereunder. If no specific direction as to voting is given, the appointment of the Chairman of the EGM as proxy for the resolution will be treated as invalid at the EGM and at any adjournment thereof.

No. of Votes	No. of Votes	No. of Votes
'For'**	'Against'**	'Abstain'**

ORDINARY RESOLUTION 1

To approve the proposed subscription by UOB Kay Hian Private Limited for Exchangeable Bonds (with attached but immediately detachable warrants)

ORDINARY RESOLUTION 2

To approve the proposed transfer of interest in mm Connect Pte Ltd in the event that the Exchange Right or the Redemption Substitute Settlement is exercised pursuant to the proposed transaction

Delete where inapplicable

• If you wish to exercise all your votes 'For' or 'Against' or 'Abstain', please tick (√) within the box provided. Alternatively, please indicate the number of votes as appropriate. If you mark the abstain box for the resolution, you are directing your proxy not to vote on the resolution on a poll and your votes will not be counted in computing the required majority on a poll.

Signed this

day of

2022

Total number of Shares in:	No. of Shares
(a) CDP Register
(b) Register of Members

_

Signature of Member and/or Common Seal of Corporate Shareholder

IMPORTANT: PLEASE READ NOTES OVERLEAF

PROXY FORM

Notes:-

1. Please insert the total number of shares held by you. If you have shares entered against your name in the Depository Register (as defined in Section 81SF of the Securities and Futures Act 2001 of Singapore), you should insert that number of shares. If you have shares registered in your name in the Register of Members of the Company, you should insert that number of shares. If you have shares entered against your name in the Depository Register and shares registered in your name in the Register of Members, you should insert the aggregate number of shares entered against your name in the Depository Register and registered in your name in the Register of Members If no number is inserted, this proxy form shall be deemed to relate to all the shares held by you.
2. In light of the current COVID-19 measures in Singapore, members will not be able to attend the EGM in person. If a member (individual or corporate) wishes to exercise his/her/its voting rights at the EGM, he/she/it may:
3. 1. (where the member is an individual) vote "live" via electronic means at the EGM or (where the member is an individual or a corporate) appoint a proxy(ies) (other than the Chairman of the EGM)# to vote "live" via electronic means at the EGM on his/her/its behalf; or

• For the avoidance of doubt, CPF and SRS investors will not be able to appoint third party proxy(ies) (i.e., persons other than the Chairman of the EGM) to vote "live" at the EGM on their behalf.

1. (where the member is an individual or corporate) appoint the Chairman of the EGM as his/her/its proxy to attend, speak and vote on his/her/its behalf at the EGM.

In appointing the Chairman of the EGM as proxy, a member (whether individual or corporate) must give specific instructions as to voting, or abstentions from voting, in the form of proxy, failing which the appointment for the resolution will be treated as invalid.

1. A member of the Company who is not a Relevant Intermediary entitled to attend and vote at a meeting of the Company is entitled to appoint not more than two proxies to attend and vote in his/her stead. A proxy need not be a member of the Company.
2. Where a member who is not a Relevant Intermediary appoints two proxies, the appointments shall be invalid unless he/she specifies the proportion of his/her shareholding (expressed as a percentage of the whole) to be represented by each proxy.
3. A member who is a Relevant Intermediary may appoint more than two proxies, but each proxy must be appointed to exercise the rights attached to a different share or shares held by him (which number and class of shares shall be specified).
4. Subject to paragraph (9) below, completion and return of this instrument appointing a proxy shall not preclude a member from attending and voting at the EGM. Any appointment of a proxy or proxies shall be deemed to be revoked if a member attends the Live Webcast of the meeting in person, and in such event, the Company reserves the right to refuse to admit any person or persons appointed under the instrument of proxy to the EGM.
5. The instrument appointing a proxy or proxies must be submitted to the Company in the following manner:
6. 1. via the following URL: https://conveneagm.com/sg/mm2asiaegm2022 ("MM2 EGM Website"), in the electronic format accessible on the MM2 EGM Website;
   2. if submitted by post, be lodged at the Company's registered office of the Company at 1002 Jalan Bukit Merah, #07-11 Singapore 159456; or
   3. if submitted electronically, be submitted via email at [e-mail],

in either case by no later than 1.30 p.m. on 14 December 2022, being seventy-two (72) hours before the time appointed for the EGM.

In the case of submission of the Proxy Form other than via the MM2 EGM Website, a member who wishes to submit an instrument of proxy must first download, complete and sign the proxy form, before submitting it by post to the address provided above, or before scanning and sending it by email to the email address provided above.

In view of the current COVID-19 situation, members are strongly encouraged to submit completed proxy forms electronically either through the MM2 EGM Website or via email to [e-mail].

1. In the case of submission of the Proxy Form other than via the MM2 EGM Website, the instrument appointing the proxy or proxies must be under the hand of the appointor or of his/her attorney duly authorised in writing. Where the instrument appointing the proxy or proxies is executed by a corporation, it must be executed either under its common seal or signed on its behalf by its attorney duly authorised in writing or by an authorised officer of the corporation. Where the instrument appointing the proxy or proxies is executed by an attorney on behalf of the appointor, the letter or power of attorney or a duly certified copy thereof must be lodged with the instrument, failing which the instrument may be treated as invalid.
2. Investor who holds shares under the Central Provident Fund Investment Scheme ("CPF Investor") and/or the Supplementary Retirement Scheme ("SRS Investor") (as may be applicable) and wishes to appoint the Chairman of the EGM as their proxy to vote on their behalf at the EGM, in which case they should approach their respective CPF Agent Banks and/or SRS Operators to submit their votes at least seven (7) working days before the EGM.

PROXY FORM

• A Relevant Intermediary is:
• 1. a banking corporation licensed under the Banking Act 1970 or a wholly-owned subsidiary of such a banking corporation, whose business includes the provision of nominee services and who holds shares in that capacity; or
  2. a person holding a capital markets services licence to provide custodial services for securities under the Securities and Futures Act 2001 and who holds shares in that capacity; or
  3. the Central Provident Fund Board established by the Central Provident Fund Act 1953, in respect of shares purchased under the subsidiary legislation made under that Act providing for the making of investments from the contributions and interest standing to the credit of members of the Central Provident Fund, if the Board holds those shares in the capacity of an intermediary pursuant to or in accordance with that subsidiary legislation.

GENERAL:

The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly completed or illegible, or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies. In addition, in the case of Shares entered in the Depository Register, the Company may reject any instrument appointing a proxy or proxies lodged if the member, being the appointor, is not shown to have Shares entered against his name in the Depository Register as at seventy-two (72) hours before the time appointed for holding the EGM, as certified by The Central Depository (Pte) Limited to the Company.

PERSONAL DATA PRIVACY

By submitting an instrument appointing the proxy(ies) and/or representative(s), the member accepts and agrees to the personal data privacy terms set out in the Notice of EGM dated 2 December 2022.