HomesToLife Ltd

VOTING INSTRUCTIONS

Investors who trade Shares listed on the SGX-ST would hold their Shares through the CDP system. Investors holding Shares through the CDP system may only exercise the voting rights for the deposited Shares through the CDP system and in accordance with the terms and conditions for the operation of Securities Accounts with CDP, and the terms and conditions for CDP to act as depository for foreign securities as amended from time to time. Under the Cayman Islands Companies Act, a person who has agreed to become a member of a Cayman Islands company and whose name is entered on the register of members of such company is considered a member of the company. Under Cayman Islands law, the register of members isprima facie evidence of any matters by the Cayman Islands Companies Act directed or authorised to be inserted therein. Accordingly, a CDP Depositor holding Shares through CDP would not be recognised as our Shareholder under the laws of the Cayman Islands and does not have the right to attend and vote at the general meetings of our Company. CDP Depositors will be able to vote at the shareholders’ meetings by (i) attending the meetings and casting votes in person as a proxy appointed by Cede & Co., or (ii) returning the Voting Instruction Form and/or the Depositor Proxy Form by the relevant deadline to the Singapore Transfer Agent.

In accordance with the CDP Terms, we have agreed that, where applicable and/or required, we will coordinate with the Singapore Transfer Agent to mail to the CDP Depositors any notice of shareholders’ meetings, together with a voting instruction form (“Voting Instruction Form”) and/or a depositor proxy form (“Depositor Proxy Form”). The Voting Instruction Form and/or the Depositor Proxy Form would in turn be consolidated by the Singapore Transfer Agent, for onward distribution to the Company via DTC or the Company’s proxy solicitor. Our Company, through our Singapore Share Registrar and Share Transfer Agent, will send notices of Shareholders’ meetings to CDP Depositors by post. At any general meeting, CDP, as a clearing house, may appoint more than one proxy in accordance with Article 12.2 of our Memorandum and Articles of Association. Pursuant to Articles 12.2 and 12.9 of our Memorandum and Articles of Association, provided that CDP or its nominee is a member of our Company, it may appoint two or more proxies or authorise such persons as it thinks fit to act as its representatives at any general meeting of our Company provided that, if more than one person is so authorised, the authorisation shall specify the number and class of shares in respect of which each such representative is so authorised.

Any queries by CDP Depositors related to voting arrangements or related matters should be directed to the Singapore Transfer Agent or our Company.