General Announcement::Minutes of the Annual General Meeting held on 28 October 2021

KARIN TECHNOLOGY HOLDINGS LIMITED

(Incorporated in Bermuda)

Minutes of the Annual General Meeting of the Company held by way of electronic means on Thursday, 28 October 2021 at 10:00 a.m.

PRESENT
Directors			:	Mr Ng Kin Wing, Raymond (Executive Chairman &
				Executive Director)
			:	Mr Ng Mun Kit, Michael (Chief Executive Officer &
				Executive Director)
			:	Mr Ng Yuk Wing, Philip (Chairman Emeritus &
				Executive Director)
Financial	Controller	and	:	Mr Wong Chi Cheung, Clarence
Joint Company Secretary
BY LIVE WEBCAST
Directors			:	Mr Lawrence Kwan (Lead Independent Director)
			:	Mr Lim Yew Kong, John (Independent Director)
				Mr Kuan Cheng Tuck (Independent Director)
Joint Company Secretary	:	Ms Chan Lai Yin
Audit Partner from		:	Mr Chung Chi Ming
Ernst &	Young,	Hong
Kong
Shareholders		:	Attendance by live webcast

________________________________________________________________________

WELCOME BY CHAIRMAN

The Chairman, Mr Ng Kin Wing, Raymond welcomed shareholders or members to the Annual General Meeting ("AGM") of the Company held via live webcast due to the COVID-19 measures and additional guidance on the conduct of general meetings for SGX listed companies.

The Chairman introduced the Directors and Financial Controller/Joint Company Secretary seated with him at the meeting room. He further introduced the independent directors, who attended the meeting via live webcast. The Chairman informed that the Company Secretary and Audit Partner from Ernst & Young Hong Kong also attended the meeting via live webcast.

The Chairman thanked shareholders or members who had pre-registered for the live webcast or audio dial-in only for observation of the AGM proceedings that was conducted by electronic means.

The Chairman acknowledged the shareholders or members were present at the AGM by electronic means.

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Karin Technology Holdings Limited

Minutes of the Annual General Meeting held on 28 October 2021

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QUORUM

As the quorum was present, the Chairman declared the AGM open.

NOTICE

With the consent of the Meeting, the Notice of AGM dated 13 October 2021 was taken as read.

VOTING BY POLL

The Chairman exercised his right as Chairman of the meeting and demanded for all resolutions tabled at the meeting be voted by way of poll.

With reference to the SGX announcement released earlier, shareholders could not vote through live webcast but they could exercise their voting rights by appointing the Chairman as proxy. As shareholders have appointed the Chairman as proxy, he had voted in accordance with the respective instructions of shareholders to vote for or against or abstain from voting on all resolutions tabled at the AGM.

The Chairman informed that the Company had appointed Entrust Advisory Pte. Ltd. as scrutineer for the poll at the AGM. Tabulated results were declared after votes of valid proxy forms received by the Company as at 10.00 am on 25 October 2021 have been counted by the poll counting agent and verified by the Scrutineer.

QUESTIONS BY SHAREHOLDERS

Shareholders were not able to ask questions live during the AGM but may submit questions in advance by 10.00 am on 25 October 2021. The Company had on 27 October 2021 published on the SGXNET the Company's response to questions submitted in advance by shareholders. There was no further question submitted by shareholders until date of AGM.

ORDINARY BUSINESS

1. AUDITED FINANCIAL STATEMENTS, DIRECTORS' REPORT AND AUDITOR'S REPORT FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

The Chairman proposed the motion for Resolution 1:

"That the Audited Financial Statements for the financial year ended 30 June 2021, Directors' Report and Auditor's Report thereon, be hereby received and adopted."

The Chairman read the results of the poll as follow:

	FOR	AGAINST
Number of votes	177,445,000	0
Percentage	100%	0%

Based on the results of the poll, the Chairman declared Ordinary Resolution 1 carried.

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Karin Technology Holdings Limited

Minutes of the Annual General Meeting held on 28 October 2021

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2. DECLARATION OF FINAL DIVIDEND

The Chairman informed the members that the proposed final dividend, if approved, would be paid on 18 November 2021, to members registered in the Register of Members at the close of business on 1 November 2021.

The Chairman proposed the motion for Resolution 2:

"That a final dividend of HK10.8 cents per ordinary share for the financial year ended 30 June 2021 be approved."

The Chairman read the results of the poll as follow:

		FOR	AGAINST
	Number of votes	177,445,000	0
	Percentage	100%	0%
	Based on the results of the poll, the Chairman declared Ordinary Resolution 2
	carried.
3.	DIRECTORS' FEES
	The Chairman proposed the motion for Resolution 3:
	"That the Directors' fees of HK$842,000 for the financial year ended 30 June 2021
	be approved."
	The Chairman read the results of the poll as follow:
		FOR	AGAINST
	Number of votes	177,445,000	0
	Percentage	100%	0%
	Based on the results of the poll, the Chairman declared Ordinary Resolution 3
	carried.
4.	RE-ELECTION OF MR. NG YUK WING PHILIP AS A DIRECTOR
	In accordance with Bye-law 85(6) of the Company's Bye-Laws, Mr. Ng Yuk Wing,

Philip retires from office at the AGM and being eligible, offered himself for re- election.

The Chairman proposed the motion for Resolution 4:

"That Mr Ng Yuk Wing, Philip be re-elected as a Director of the Company."

The Chairman read the results of the poll as follow:

	FOR	AGAINST
Number of votes	177,445,000	0
Percentage	100%	0%

Based on the results of the poll, the Chairman declared Ordinary Resolution 4 carried.

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Karin Technology Holdings Limited

Minutes of the Annual General Meeting held on 28 October 2021

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5. RE-ELECTION OF MR. NG MUN KIT, MICHAEL AS A DIRECTOR

In accordance with Bye-law 86 of the Company's Bye-Laws, Mr. Ng Mun Kit, Michael retires from office at the AGM and being eligible, offered himself for re- election.

The Chairman proposed the motion for Resolution 5:

"That Mr Ng Mun Kit, Michael be re-elected as a Director of the Company."

The Chairman read the results of the poll as follow:

	FOR	AGAINST
Number of votes	177,445,000	0
Percentage	100%	0%

Based on the results of the poll, the Chairman declared Ordinary Resolution 5 carried.

6. RE-ELECTION OF MR. LIM YEW KONG, JOHN AS A DIRECTOR

In accordance with Bye-law 86 of the Company's Bye-Laws, Mr. Lim Yew Kong, John retires from office at the AGM and being eligible, offered himself for re- election.

The Chairman proposed the motion for Resolution 6:

"That Mr Lim Yew Kong, John be re-elected as a Director of the Company."

The Chairman read the results of the poll as follow:

	FOR	AGAINST
Number of votes	100,555,050	6,250,000
Percentage	94.15%	5.85%

Based on the results of the poll, the Chairman declared Ordinary Resolution 6 carried.

7. CONTINUED APPOINTMENT OF MR. LIM YEW KONG, JOHN AS INDEPENDENT DIRECTOR BY SHAREHOLDERS

The Chairman informed the next item on the agenda related to the continued appointment of Mr Lim Yew Kong, John as Independent Director by shareholders under Rule 210(5)(d)(iii)(A) of the Listing Manual which takes effect from 1 January 2022. As of 1 January 2022, Mr Lim Yew Kong, John would have been a Director of the Company for an aggregate period of more than 9 years and would cease to be regarded as independent on such date pursuant to Rule 210(5)(d)(iii) of the Listing Manual (which will take effect from 1 January 2022), unless Resolution 7 and Resolution 8 were both passed. If any of the resolution for continued appointment of Mr. Lim Yew Kong, John as an Independent Director of the Company under Resolutions 7 to 8 was not passed, Mr. Lim Yew Kong, John would be designated as Non-Independent Director when Rule 210(5)(d)(iii) takes effect from 1 January 2022.

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Karin Technology Holdings Limited

Minutes of the Annual General Meeting held on 28 October 2021

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Mr. Lim Yew Kong, John would, upon re-election as an Independent Director of the Company, remain as Chairman of the Audit and Risk Management Committee and a member of the Nominating Committee and Remuneration Committee.

The Chairman proposed the motion for Resolution 7:

"That approval be given for the continued appointment of Mr Lim Yew Kong, John as Independent Director and such approval shall continue in force until Mr Lim's retirement or resignation as director, or the conclusion of the third annual general meeting of the Company following the passing of this resolution, whichever is the earlier."

The Chairman read the results of the poll as follow:

	FOR	AGAINST
Number of votes	100,555,050	6,250,000
Percentage	94.15%	5.85%

Based on the results of the poll, the Chairman declared Ordinary Resolution 7 carried.

8. CONTINUED APPOINTMENT OF MR LIM YEW KONG, JOHN AS INDEPENDENT DIRECTOR BY ALL SHAREHOLDERS OF THE COMPANY (EXCLUDING THE DIRECTORS, CHIEF EXECUTIVE OFFICER OF THE COMPANY AND THEIR RESPECTIVE ASSOCIATES)

As shareholders have approved Resolution 7 on the continued appointment of Mr Lim Yew Kong, John as Independent Director of the Company, the Chairman tabled Resolution 8, related to Rule 210(5)(d)(iii)(B) of the Listing Manual which takes effect from 1 January 2022, for approval from shareholders of the Company (excluding the Directors, Chief Executive Officer of the Company and their respective associates) for the continued appointment of Mr Lim Yew Kong, John as Independent Director through the Two-tier voting process.

For purpose of Resolution 8, all Directors and the Chief Executive Officer and their respective associates have abstained from voting and act as proxies unless specific instructions on voting were given.

The Chairman proposed the motion for Resolution 8:

"That approval by all shareholders of the company (excluding the directors, chief executive officer of the company and their respective associates) be given for the continued appointment of Mr Lim Yew Kong, John as Independent Director and such approval shall continue in force until Mr Lim's retirement or resignation as director, or the conclusion of the third annual general meeting of the Company following the passing of this resolution, whichever is the earlier."

The Chairman read the results of the poll as follow:

	FOR	AGAINST
Number of votes	28,403,100	6,250,000
Percentage	81.96%	18.04%

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