Annual General Meeting::Voluntary

CHINA STAR FOOD GROUP LIMITED

(Company Registration No. 200718683N)

Notice of Annual General Meeting

NOTICE IS HEREBY GIVEN that the Annual General Meeting ("AGM") of China Star Food Group Limited (the "Company") will be held on 31 August 2021 at 2.00 p.m. by way of electronic means to transact the following business:

ORDINARY BUSINESS

1.	To receive and adopt the Directors' Statement and the Audited Financial Statements of the Company for the	Resolution 1
	financial year ended 31 March 2021 together with the Auditors' Report thereon.
2.	To re-elect Mr Liang Chengwang pursuant to Regulation 99 of the Company's Constitution.	Resolution 2
	[See Explanatory Note (i)]
3.	To re-elect Mr Xue Congyan pursuant to Regulation 99 of the Company's Constitution.	Resolution 3
	[See Explanatory Note (ii)]
4.	To re-elect Mr Lawrence Chen Tse Chau (Chen Shichao) pursuant to Regulation 100 of the Company's	Resolution 4
	Constitution.
	[See Explanatory Note (iii)]
5.	To approve the payment of Directors' fees of S$110,000 for the financial year ending 31 March 2022, payable	Resolution 5
	half-yearly in arrears. (FY2021: S$110,000).
6.	To re-appoint RT LLP as the auditors of the Company and to authorise the Directors of the Company to fix	Resolution 6
	their remuneration.

7. To transact any other ordinary business which may properly be transacted at an AGM.

SPECIAL BUSINESS

8. Authority to issue and allot sharesResolution 7

To consider and if thought fit, to pass the following resolution as an Ordinary Resolution, with or without any modifications:

"That pursuant to Section 161 of the Companies Act, Chapter 50 (the "Companies Act") and Rule 806 of the Listing Manual (Section B: Rules of Catalist) (the "Catalist Rules") of the Singapore Exchange Securities Trading Limited (the "SGX-ST"), the Directors of the Company be authorised and empowered to:

1. (i) allot and issue shares in the Company ("Shares") whether by way of rights, bonus or otherwise; and/or

01

Notice of Annual

General Meeting

1. 1. make or grant offers, agreements or options (collectively, "Instruments") that might or would require shares to be issued, including but not limited to the creation or issue of (as well as adjustments to) options, warrants, debentures or other instruments convertible into shares, at any time and upon such terms and conditions and for such purposes and to such persons as the Directors of the Company may in their absolute discretion deem fit; and
2. (notwithstanding that the authority conferred by this Resolution may have ceased to be in force) issue shares in pursuance of any Instruments made or granted by the Directors of the Company while this Resolution was in force, provided always that:
3. 1. the aggregate number of shares (including shares to be issued pursuant to this Resolution) shall not exceed 100% of the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company (as calculated in accordance with sub-paragraph (ii) below), of which the aggregate number of shares (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) to be issued other than on a pro-rata basis to shareholders of the Company shall not exceed 50% of the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company (as calculated in accordance with sub-paragraph (ii) below);
   1. (subject to such calculation and adjustments as may be prescribed by the SGX-ST) for the purpose of determining the aggregate number of shares that may be issued under this Resolution, the total number of issued shares (excluding treasury shares and subsidiary holdings) shall be based on the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company at the time of the passing of this Resolution, after adjusting for:
   2. 1. new shares arising from the conversion or exercise of any convertible securities;
      2. new shares arising from exercising share options or vesting of share awards which are outstanding or subsisting at the time of the passing of this Resolution, provided that the share options or share awards were granted in compliance with Part VIII of Chapter 8 of the Catalist Rules; and
      3. any subsequent bonus issue, consolidation or subdivision of shares;
4. in exercising the authority conferred by this Resolution, the Company shall comply with the provisions of the Catalist Rules for the time being in force (unless such compliance has been waived by the SGX-ST) and the Constitution of the Company; and
5. unless revoked or varied by the Company in a general meeting, such authority shall continue in force until the conclusion of the next Annual General Meeting of the Company or the date by which the next Annual General Meeting of the Company is required by law to be held, whichever is the earlier."
   [See Explanatory Note (iv)]

02

Notice of Annual

General Meeting

9.

Authority to allot and issue shares under the China Star Employee Share Option Scheme

Resolution 8

"That pursuant to Section 161 of the Companies Act, authority be and is hereby given to the Directors of the Company to:

1. offer and grant options ("Options") from time to time in accordance with the rules of the China Star Employee Share Option Scheme (the "China Star ESOS"); and
2. allot and issue from time to time such number of shares as may be required to be issued pursuant to the exercise of options granted under the China Star ESOS,

provided always that the aggregate number of Shares to be issued and issuable pursuant to the China Star ESOS, China Star Performance Share Plan and any other share based incentive schemes of the Company, shall not exceed 15% of the total number of issued Shares (excluding treasury shares and subsidiary holdings), on the day immediately preceding the date on which an offer to grant an Option is made and that the grant of Options can be made at any time and from time to time and that such authority shall, unless revoked or varied by the Company in a general meeting, continue in force until the conclusion of the next AGM of the Company or the date by which the next AGM of the Company is required by law to be held, whichever is earlier."

[See Explanatory Note (v)]

10. Authority to allot and issue shares under the China Star Performance Share Plan

Resolution 9

"That pursuant to Section 161 of the Companies Act, authority be and is hereby given to the Directors of the Company to:

1. offer and grant awards ("Awards") from time to time in accordance with the rules of the China Star Performance Share Plan (the "China Star PSP"); and
2. allot and issue from time to time such number of shares as may be required to be issued pursuant to the vesting of Awards granted under the China Star PSP,

provided always that the aggregate number of shares to be issued and issuable pursuant to the China Star ESOS, China Star PSP and any other share based incentive schemes of the Company, shall not exceed 15% of the total number of issued shares (excluding treasury shares and subsidiary holdings) from time to time and that such authority shall, unless revoked or varied by the Company in a general meeting, continue in force until the conclusion of the next AGM of the Company or the date by which the next AGM of the Company is required by law to be held, whichever is earlier."

[See Explanatory Note (v)]

By Order of the Board

Lim Kok Meng

Company Secretary

Singapore, 16 August 2021

03

Notice of Annual

General Meeting

Explanatory Notes:

1. Mr Liang Chengwang will upon re-election as Director of the Company, remain as the Executive Chairman and Chief Executive Officer.
2. Mr Xue Congyan will upon re-election as Director of the Company, remain as a Non-Executive and Independent Director of the Company, the Chairman of the Nominating Committee, a member of the Audit Committee and a member of the Remuneration Committee. The Board considers Mr Xue Congyan to be independent for the purposes of Rule 704(7) of the Catalist Rules.
3. Mr Lawrence Chen Tse Chau (Chen Shichao) will upon re-election as Director of the Company, remain as a Non-Executive and Independent Director of the Company, the Chairman of the Remuneration Committee, a member of the Audit Committee and a member of the Nominating Committee. The Board considers Mr Lawrence Chen Tse Chau (Chen Shichao) to be independent for the purposes of Rule 704(7) of the Catalist Rules.
4. Ordinary Resolution 7 above, if passed, will empower the Directors of the Company from the date of this Annual General Meeting until the date of the next Annual General Meeting of the Company, or the date by which the next Annual General Meeting of the Company is required by law to be held or such authority is varied or revoked by the Company in a general meeting, whichever is the earlier, to issue shares, make or grant Instruments convertible into shares and to issue shares pursuant to such Instruments, up to a number not exceeding, in total, 100% of the total number of issued shares (excluding treasury shares and subsidiary holdings), of which up to 50% may be issued other than on a pro rata basis to Shareholders.

1. Ordinary Resolutions 8 and 9, if passed, will empower the Directors of the Company from the date of this Annual General Meeting until the date of the next Annual General Meeting of the Company, or the date by which the next Annual General Meeting of the Company is required by law to be held or such authority is varied or revoked by the Company in a general meeting, whichever is the earlier, to allot and issue shares pursuant to the exercise of Options and vesting of Awards under the China Star ESOS and China Star PSP respectively, provided that the aggregate number of shares to be issued pursuant to the China Star ESOS and China Star PSP, when aggregated with the number of shares issued and issuable or transferred and to be transferred under any other share based incentive schemes of the Company shall not exceed 15% of the total number of issued shares (excluding treasury shares and subsidiary holdings) of the Company from time to time.

1. For the purpose of determining the aggregate number of shares that may be issued, the percentage of issued shares in the capital of the Company will be calculated based on the total number of issued shares (excluding treasury shares and subsidiary holdings) in the capital of the Company at the time Ordinary Resolutions 7, 8 and/or 9 is/are passed after adjusting for new shares arising from the conversion or exercise of the Instruments or any convertible securities, the exercise of share options or the vesting of share awards outstanding or subsisting at the time when the Ordinary Resolutions 7, 8 and/or 9 is/are passed and any subsequent consolidation or subdivision of shares.

Notes:

1. The AGM is being convened, and will be held, by electronic means pursuant to the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020 (the "Order").

Pursuant to the Order, the Company will implement alternative arrangements relating to attendance at the AGM by electronic means (including arrangements by which the meeting can be electronically accessed via "live" audio-visual webcast ("Live Webcast") or "live" audio-only stream ("Live Audio Stream")). A quorum is formed by 2 members of the Company being electronically present. Submission of questions to the Chairman of the Meeting in advance of the AGM, addressing of substantial and relevant questions prior to the AGM and/or during the AGM and voting by appointing the Chairman of the AGM as proxy at the AGM, are set out in the Company's announcement dated 16 August 2021 (the "AGM Alternative Arrangements Announcement"). The AGM Alternative Arrangements Announcement, this Notice of AGM, Annual Report of the Company, and the proxy form may be accessed at SGX website via this URL: https://www.sgx.com/ securities/company-announcements.

For the avoidance of doubt, all documents (including the Annual Report, proxy form, and this Notice of AGM,) or information relating to the AGM have been, or will be, published on SGXNet. Printed copies of the documents will not be despatched to members. Members and CPF/SRS investors are advised to check SGXNet and/or the Company's website regularly for update.

04

Notice of Annual

General Meeting

1. Due to the current COVID-19 restriction orders in Singapore, a member of the Company will not be able to attend the AGM in person.
   The proceedings of the AGM will be broadcasted "live" through an audio-and-video webcast and an audio-only feed. Members and investors holding shares in the Company through the Central Provident Fund ("CPF") or Supplementary Retirement Scheme ("SRS") ("CPF/SRS investors") who wish to follow the proceedings through a Live Webcast via their mobile phones, tablets or computers or listen to the proceedings through a Live Audio Stream via telephone must pre-register at http://csfg.availeasemgdwebinar.com/ no later than 2.00 p.m. on 29 August 2021 (the "Registration Cut-Off"). Following verification, an email containing instructions on how to access the Live Webcast and Live Audio Stream of the proceedings of the AGM will be sent to authenticated members and CPF/SRS investors by 30 August 2021. Members and CPF/SRS investors who do not receive any email by 30 August 2021, but have registered by the Registration Cut-Off Time, should contact the Company for assistance via email to [e-mail].
   Investors holding shares through relevant intermediaries (as defined in Section 181 of the Companies Act, Cap. 50) ("Investors") (other than CPF/SRS investors) will not be able to pre-register at http://csfg.availeasemgdwebinar.com/ for the "live" broadcast of the AGM. An Investor (other than CPF/SRS investors) who wishes to participate in the "live" broadcast of the AGM should instead approach his/her relevant intermediary as soon as possible in order for the relevant intermediary to make the necessary arrangements to pre-register.
2. A member of the Company (including an Investor) will not be able to ask questions "live" during the broadcast of the AGM. All members (including an Investor) may submit questions relating to the business of the AGM no later than 2.00 p.m. on 29 August 2021 via either of the following:
3. 1. the pre-registration website at http://csfg.availeasemgdwebinar.com/; or
   2. by post to the Company's Share Registrar, Boardroom Corporate & Advisory Services Pte Ltd, at 50 Raffles Place #32-01 Singapore Land Tower Singapore 048623.

In view of the current COVID-19 situation and the related safe distancing measures which may make it difficult to submit questions by post, members are strongly encouraged to submit their questions via the pre-registration website. The Company will endeavour to answer all substantial and relevant questions prior to, or at, the AGM.

1. Due to the current COVID-19 restriction orders in Singapore, a member will not be able to attend the AGM in person. A member will also not be able to vote online on the resolutions to be tabled for approval at the AGM. A member (whether individual or corporate) must appoint the Chairman of the Meeting as his/ her/its proxy to attend, speak and vote on his/her/its behalf at the AGM if such member wishes to exercise his/her/its voting rights at the AGM.
   Where a member (whether individual or corporate) appoints the Chairman of the Meeting as his/her/its proxy, he/she/it must give specific instructions as to voting, or abstentions from voting, in respect of a resolution in the form of proxy, failing which the appointment of the Chairman of the Meeting as proxy for that resolution will be treated as invalid.
   The Chairman, as proxy, need not be a member of the Company. The accompanying proxy form for the AGM may be accessed from the SGX website at the URL https://www.sgx.com/securities/company-announcements.
2. The instrument appointing the Chairman of the AGM as a proxy must be submitted to the Company in the following manner:
3. 1. if submitted by post, be lodged with the Company's Share Registrar, Boardroom Corporate & Advisory Services Pte Ltd at 50 Raffles Place #32-01 Singapore Land Tower Singapore 048623; or
   2. if submitted electronically, be submitted via email to [e-mail],

in either case, not less than 48 hours before the time appointed for holding the AGM (i.e. by 2.00 p.m. on 29 August 2021).

A member who wishes to submit the proxy form 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 and the related safe distancing measures, which may make it difficult for members of the Company to submit completed proxy forms by hand or post, members of the Company are strongly encouraged to submit completed proxy forms electronically via email so as to reach the Company not less than 48 hours before the time appointed for holding the AGM.

05