QUALI-SMART HOLDINGS LIMITED

滉 達 富 控 股 有 限 公 司 *

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1348) FORM OF PROXY FOR THE ANNUAL GENERAL MEETING TO BE HELD ON THURSDAY, 7 SEPTEMBER 2017

I/We(Note 1) of being the registered holder(s) of (Note2) shares of US$0.000025 each in the share capital of Quali-Smart Holdings Limited (the "Company") hereby appoint the chairman of the annual general meeting of the Company (the "Meeting") (Note3) or of as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the Meeting to be held at Unit 101, First Commercial Building 33-35 Leighton Road, Causeway Bay, Hong Kong on Thursday, 7 September 2017 at 10:00 a.m. (and at any adjournment thereof (as the case may be)).

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll(Note4).

ORDINARY RESOLUTIONS(Note)

FOR

AGAINST

1.

To consider and adopt the audited consolidated financial statements and the reports of the Directors and the Independent Auditor for the year ended 31 March 2017.

2.

To re-elect Mr. Lau Ho Ming, Peter as an executive Director.

3.

To re-elect Mr. Poon Pak Ki, Eric as an executive Director.

4.

To re-elect Mr. Leung Po Wing, Bowen Joseph as an independent non-executive Director.

5.

To authorise the Directors to fix their remuneration.

6.

To re-appoint remuneration.

BDO

Limited

as

the

Auditor

and

to

authorize

the

Directors

to

fix

its

7.

To grant a general mandate to the Directors to issue, allot and deal with additional shares in the Company not exceeding 20% of the aggregate nominal amount of the issued share capital of the Company as at the date of this resolution.

8.

To grant a general mandate to the Directors to repurchase shares in the Company not exceeding 10% of the aggregate nominal amount of the issued share capital of the Company as at the date of this resolution.

9.

To extend the general mandate granted to the Directors to issue additional shares in the Company by the aggregate nominal amount of the shares repurchased by the Company.

10.

To approve the refreshment of the 10% limit on the number of Shares which may be allotted and issued upon exercise of option to be granted under the Share Option Schemes of the Company.

11.

To approve the increase in authorised share capital.

Note: The full text of the ordinary resolutions is set out in the notice of the Meeting

Date: 2017 Signature(s)(Note5)

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS as shown on the register of members of the Company.

  2. Please insert the number of shares of the Company to which this form of proxy relates. 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).

  3. If any proxy other than the chairman of the Meeting is preferred, please strike out the words "the chairman of the annual general meeting of the Company (the "Meeting") or" and insert the name and address of the proxy desired in the spaces provided. A member entitled to attend and vote at the Meeting may appoint another person as his proxy to attend and vote on his behalf. A member who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf at the Meeting. If more than one proxy is so appointed, the appointment shall specify the number of shares in respect of which each such proxy is so appointed. A proxy needs not be a member of the Company. If no name is inserted, the duly appointed chairman of the Meeting will act as your proxy. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK ("") THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE 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 Meeting other than those referred to in the notice convening the Meeting.

  5. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his/her attorney duly authorised in writing or, if the appointor is a corporation, either under its seal or under the hand of an officer, attorney or other person authorised to sign the same. In the case of an instrument of proxy purporting to be signed on behalf of a corporation by an officer thereof it shall be assumed, unless the contrary appears, that such officer was duly authorised to sign such instrument of proxy on behalf of the corporation without further evidence of the facts.

  6. In case of joint holders, the vote of the senior holder who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of the other joint holder(s) and for this purpose seniority shall 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 and transfer office, Tricor Investor Services Limited at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong not less than 48 hours before the time appointed for holding the Meeting or any adjournment thereof (as the case may be).

  8. Completion and return of this form of proxy will not preclude you from attending and voting at the Meeting and any adjournment thereof (as the case may be) should you so wish.

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 Meeting 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. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Tricor Investor Services Limited at the above address.

* For identification purpose only

Quali-Smart Holdings Ltd. published this content on 03 August 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 03 August 2017 08:33:04 UTC.

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