RAZER INC.

雷蛇*

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1337)

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

PROXY FORM FOR THE ANNUAL GENERAL MEETING TO BE HELD ON

WEDNESDAY, JUNE 2, 2021 (OR ANY ADJOURNMENT THEREOF)

I/We(Note 2)

of

being the registered holder(s) of shares

in the issued share capital of Razer Inc. (the "Company") hereby appoint

of

or,

failing him, the Chairman of the annual general meeting (the "AGM") of the Company(Note 3) as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the AGM to be held at 514 Chai Chee Lane, #07-05, Singapore 469029 on Wednesday, June 2, 2021 at 10:30 a.m. (Hong Kong/Singapore time) and at any adjournment thereof.

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 and adopt the audited consolidated financial statements of the Company and its subsidiaries

and the reports of the directors and auditors for the year ended December 31, 2020.

2.

(a) To re-elect Mr. Chau Kwok Fun Kevin as an Independent Non-executive Director of the Company.

(b) To re-elect Mr. Lee Yong Sun as an Independent Non-executive Director of the Company.

(c) To authorize the Directors to fix the respective Directors' remuneration.

3.

To re-appoint KPMG as auditors of the Company and to authorize the Directors to fix their

remuneration.

4.

To give 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.

5.

To give 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.

6.

To extend the general mandate granted to the Directors to allot, issue and deal with additional shares in

the capital of the Company by the aggregate number of the shares repurchased by the Company.

7.

To fix the maximum number of new shares underlying the restricted stock units ("RSUs") which may

be granted pursuant to the 2016 Equity Incentive Plan adopted by the Company which shall not exceed

6% of the total number of issued shares of the Company as at the date of passing of this resolution and

to authorise the Directors to allot, issue and deal with the shares underlying the RSUs granted under the

2016 Equity Incentive Plan.

Date:

2021

Signature(s)(Note 5):

Notes:

  1. Please insert the number of shares 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). 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 "or, failing him, the Chairman of the annual general meeting of the Company" and insert the name and address of the proxy desired in the space provided. Any member of the Company entitled to attend and vote at the AGM is entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not be a member of the Company. Every member present in person or by proxy shall be entitled to one vote for each share held by him. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
  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.
  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 proxy form, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company's branch share registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the AGM (excluding any part of a day that is a public holiday) or the adjourned meeting (as the case may be).
  8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM if you so wish. If you attend and vote at the AGM, the authority of your proxy will be revoked.

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 authorised 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 Personal Data Privacy Officer of Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong or by email to hkinfo@computershare.com.hk.

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Razer Inc. published this content on 16 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 April 2021 13:41:01 UTC.