S&P International : FORM OF PROXY

S&P INTERNATIONAL HOLDING LIMITED

椰 豐 集 團 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1695)

FORM OF PROXY

FOR USE IN CONNECTION WITH

THE ANNUAL GENERAL MEETING TO BE HELD AT 27-1, JALAN PJU 5/13, DATARAN SUNWAY,

KOTA DAMANSARA, 47810 PETALING JAYA, SELANGOR, MALAYSIA ON THURSDAY,

20 MAY 2021 AT 11:00 A.M. OR AT THE ADJOURNMENT THEREOF

I/We, (Name)						(Note 1)
					(Note 1)
of (Address)
being the registered holder(s) of		(Note 2) ordinary shares of HK$0.01 each in the capital of S&P International
Holding Limited (the "Company" and the "Shares", respectively), HEREBY APPOINT (Name)
of (Address)							or

failing him/her, the CHAIRMAN OF THE MEETING (Note 3) as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting of the Company (the "2021 AGM") to be held at 27-1, Jalan PJU 5/13, Dataran Sunway, Kota Damansara, 47810 Petaling Jaya, Selangor, Malaysia on Thursday, 20 May 2021 at 11:00 a.m. and at the adjournment thereof on any resolution or motion which will be properly proposed thereat. My/our proxy is authorised and instructed to vote as indicated (Note 4) in respect of the under-mentioned resolutions:

			ORDINARY RESOLUTIONS *	FOR (Note 4)		AGAINST (Note 4)
1.		To consider and receive the audited consolidated financial statements of the Company
		and its subsidiaries and the reports of the directors and independent auditors of the
		Company for the year ended 31 December 2020.
2.		(a)	To re-elect Mr. Yap Boon Teong as an executive director of the Company.
		(b)	To re-elect Ms. Wong Yuen Lee as an executive director of the Company.
		(c)	To re-elect Mr. Lim Sey Hock as an independent non-executive director of the
			Company.
3.		To authorise the board of directors of the Company (the "Board") to fix the
		remuneration of the directors of the Company (the "Directors") for the year ending 31
		December 2021.
4.		To re-appoint Mazars PLT as the independent auditors of the Company and authorise the
		Board of the Company to fix its remuneration.
5.		To grant a general and unconditional mandate to the Directors to allot, issue and
		otherwise deal with additional Shares.
6.		To grant a general and unconditional mandate to the Directors to repurchase Shares.
7.		Conditional upon the passing of resolutions nos. 5 and 6 set out in the notice convening
		the 2021 AGM (the "Notice"), to extend the general mandate granted by resolution no. 5
		by adding thereto the Shares repurchased pursuant to the general mandate granted by
		resolution no. 6.
*	For the full text of the proposed resolutions, please refer to the Notice as contained in the Company's circular dated 19 April 2021.

Signature

(Notes 5 and 6)

Dated this

day of

2021

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.
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 of proxy will be deemed to relate to all the Shares registered in your name(s).
3. A member of the Company (the "Member") may appoint one (or, if he/she/it holds two or more Shares, more than one) proxy of his/her/its own choice. If such an appointment is made, please insert the name and address of the person appointed as proxy in the space provided. A proxy needs not be a Member but must attend the 2021 AGM in person to represent you. If more than one proxy is appointed, the original form of proxy may be photocopied for use and the appointment shall specify the number of Shares in respect of which such proxy is so appointed.
4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK () THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK () THE BOX MARKED "AGAINST". Failure to tick a box will entitle your proxy to cast your vote at his/her discretion or abstain from voting. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the 2021 AGM other than those referred to in the Notice. If you wish to vote part of your Shares for and part of your Shares against the relevant resolution, please insert the number of Shares in the relevant box.
5. The form of proxy must be signed by the appointor or his/her attorney duly authorised in writing or, if such appointor is a corporation, must be either under its common seal or under the hand of an officer, attorney or other person authorised to sign the same.
6. In the case of joint shareholders, the signature of any one shareholder will be sufficient.
7. Where there are joint holders of any Share, any one of such joint holders may vote at the 2021 AGM, either in person or by proxy, in respect of such Share as if he/she were solely entitled thereto, but if more than one of such joint holders is present at the 2021 AGM, 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 be entitled to vote in respect thereof.
8. In order to be valid, this form of proxy must be completed, signed and deposited at the Company's branch share registrar and transfer office in Hong Kong, Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong together with a power of attorney or other authority, if any, under which it is signed (or a certified copy thereof), not later than 48 hours before the time appointed for holding the 2021 AGM or the adjournment thereof. Completion and return of the form of proxy shall not preclude Members from subsequently attending and voting in person at the 2021 AGM or the adjournment thereof, should they so wish, and in such event, the form of proxy shall be deemed to have been revoked.
9. Any alteration made to this form of proxy must be initialled by the person who signs it.
10. The Company reserves its right to treat any form of proxy which has been incorrectly completed in some manner as valid if such incorrectness is considered by the Company, at its absolute discretion, not material.
11. A Member or his/her/its proxy should produce proof of identity when attending the 2021 AGM. If a corporate Member appoints its representative to attend the 2021 AGM, such representative should produce proof of identity and a copy of the resolution of the board of directors or other governing body of that Member appointing such representative to attend the 2021 AGM.

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 (the "PDPO").
2. Your supply of Personal Data to the Company is on a voluntary basis and is used for processing your instructions and/or requests as stated in this form of proxy.
3. Your Personal Data will not be transferred to any third parties (other than the Company's branch share registrar and transfer office in Hong Kong) unless it is a requirement to so do by applicable codes, rules and 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 have the right to request access to and/or correction of your 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 Boardroom Share Registrars (HK) Limited at Room 2103B, 21/F., 148 Electric Road, North Point, Hong Kong.