TOM : Proxy Form

(Stock Code: 2383)

FORM OF PROXY FOR USE AT THE ANNUAL GENERAL MEETING TO BE HELD AT 18/F, HUTCHISON TELECOM TOWER, 99 CHEUNG FAI ROAD, TSING YI, HONG KONG ON MONDAY, 10 MAY 2021 AT 2:30 P.M. (OR, IN THE EVENT THAT A BLACK RAINSTORM WARNING SIGNAL OR A TROPICAL CYCLONE WARNING SIGNAL NO. 8 OR ABOVE IS IN FORCE IN HONG KONG AT 11:30 A.M. ON THAT DAY, AT THE SAME TIME AND PLACE ON TUESDAY, 18 MAY 2021)

I/We (Note 1)

of

being the registered holder(s) of				shares of HK$0.1 each (Note 2) in the capital of TOM Group Limited
(the "Company") HEREBY APPOINT THE CHAIRMAN OF THE MEETING or (Note 3)
of
or failing him/her			of

to act as my/our proxy to attend, act and vote on my/our behalf at the Annual General Meeting of the Company to be held at 18/F, Hutchison Telecom Tower, 99 Cheung Fai Road, Tsing Yi, Hong Kong and at any adjournment thereof, for the purpose of considering and, if thought fit, passing the following resolutions set out in the notice convening the Meeting.

Please indicate with a "✓" in the spaces provided how you wish your votes to be cast on a poll. Should this form be returned duly signed but without a specific direction, the proxy will vote or abstain at his/her discretion.

	ORDINARY RESOLUTIONS		FOR (Note 4)	AGAINST (Note 4)
1.	To consider and adopt the audited Financial Statements and the Reports of the Directors
	and the Independent Auditor for the year ended 31 December 2020.
2.	(a) To re-elect Mr. Frank John Sixt as a Non-executive Director.
	(b) To re-elect Ms. Chang Pui Vee, Debbie as a Non-executive Director.
	(c) To re-elect Mr. Chan Tze Leung as an Independent Non-executive Director.
3.	To re-appoint the Auditor and authorise the Board to fix their remuneration.
4.	No. 4(1): To grant a general mandate to the Directors to issue, allot and dispose	of
	additional shares.
	No. 4(2): To approve the repurchase by the Company of its own shares.
	SPECIAL RESOLUTION
5.	To approve the amendments to the Memorandum and Articles of Association
Dated		Signature(s) (Note 5)

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
2. 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 in the capital of the Company registered in your name(s).
3. If any proxy other than the Chairman is preferred, please strike out THE CHAIRMAN OF THE MEETING and insert the name and address of the proxy desired in the space provided. The proxy need not be a member of the Company but must attend the Meeting in person to represent you.
4. IMPORTANT: IF YOU WISH TO VOTE FOR THE ABOVE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE ABOVE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED "AGAINST". Failure to complete any or all the boxes will entitle your proxy to cast his/her votes at his/her discretion.
5. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either under its common seal or under the hand of an officer, attorney or other person duly authorised to sign the same.
6. 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 notarially certified copy thereof, must be deposited at the Hong Kong Share Registrar of the Company, 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 holding the Meeting (or any adjournment thereof).
7. In the case of joint holders of a share, this form of proxy must be signed by the shareholder whose name stands first in the register of members of the Company. Where there are joint holders of a share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such share as if he/she was solely entitled thereto, but if more than one of such joint holders is present at the Meeting, personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.
8. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
9. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting in person if you so wish, but the authority of your proxy will become invalid forthwith.
10. The Notice of Annual General Meeting is set out in the Company's circular dated 1 April 2021.

PERSONAL INFORMATION COLLECTION STATEMENT

1. "Personal Data" in these statements has the same meaning as "personal data" in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong ("PDPO").
2. The supply of your Personal Data to the Company is on a voluntary basis and such data will be used for processing your instructions as stated in this form of proxy.
3. Your Personal Data will not be transferred to any third parties (other than the Share Registrars of the Company) unless it is a requirement to so do by law, for example, in response to a court order or a law enforcement agency's request and will be retained for such period as may be necessary for our verification and record purposes.
4. You and your appointed proxy have the right to request access to and/or to correct the respective Personal Data in accordance with the provisions of the PDPO. Any such request should be in writing addressed to the Personal Data Privacy Officer of Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.