1.1

The provisions for a shareholder to propose a person for election as a director of CW Group Holdings Limited (the “Company”) are generally governed by Articles 111 and 113 of the Company’s Articles of Association.

1.2

Extracts of Articles 111 and 113 are set out below:

Article 111
"The Company may from time to time in general meeting by Ordinary Resolution elect any person to be a Director either to fill a casual vacancy or as an additional Director. Any Director so appointed shall be subject to retirement by rotation pursuant to Article 108."

Article 113
" No person, other than a retiring Director, shall, unless recommended by the Board for election, be eligible for election to the office of Director at any general meeting, unless notice in writing of the intention to propose that person for election as a Director and notice in writing by that person of his willingness to be elected shall have been lodged at the Head Office or at the Registration Office. The period for lodgment of the notices required under this Article will commence no earlier than the day after the despatch of the notice of the general meeting appointed for such election and end no later than 7 days prior to the date of such general meeting and the minimum length of the period during which such notices to the Company may be given will be at least 7 days. "

2.1

Pursuant to the Rules 13.70 and 13.74 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (“Listing Rules”), the Company shall:

• publish an announcement in accordance with Rule 2.07C of the Listing Rules or issue a supplementary circular upon receipt of a notice from a shareholder to propose a person for election as a director at the general meeting where such notice is received by the Company after publication of the notice of general meeting;

• include in the announcement or supplementary circular the particulars required under Rule 13.51(2) of such person proposed to be elected as a director; and

• assess whether or not it is necessary to adjourn the meeting of the election to give shareholders at least 10 business days to consider the relevant information disclosed in the announcement or supplementary circular.

3.1

If a shareholder of the Company (the “Shareholder”) wishes to propose a person (the “Candidate”) for election as a director of the Company at a general meeting, the Shareholder shall deposit a written notice (the “Notice”) at the Company’s head office at 50 Kallang Avenue #05-01/02 Singapore 339505 (attention to: The board of directors and the company secretary).

3.2

The Notice must (i) include the personal information of the Candidate as required by Rule 13.51(2) of the Listing Rules; and (ii) be signed by the Shareholder and signed by the Candidate indicating his/her willingness to be elected and consent of publication of his/her personal information.

3.3

The period for lodgment of the Notice shall commence on the day after the despatch of the notice of the general meeting appointed for such election and end no later than seven (7) days prior to the date of such general meeting. In any event, the minimum length of the period during which the Notice may be given shall be at least seven (7) days.

3.4

3.4 In order to allow the Shareholders sufficient time to receive and consider the proposal of election of the Candidate as a director of the Company, shareholders are encouraged to submit and lodge the Notice as early as practicable.