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AFC Group (NZX: AFC) Annual Meeting Presentations

AGM16 September 2022AFCFinancials

AFC VirtualShareholders Meeting
16 September 2022

Hao (Howard) Long
CFO and Chairman of the Meeting

Yang Xia
Chairman

John Li

Independent

Director

Charles Cao

Non-Executive

Director

Jacky Wang

Independent

Director

JingweiMa

Non-Executive

Director

Board of Directors

Proxy Count
Proxy votes to date: 3,179 million

Dear Shareholders and Guests,
Good Afternoon and welcome to you all.

The spread of COVID-19 has severely impacted many

local economies around the globe. In New Zealand,

businesses are being forced to cease or limit operations

for long or indefinite periods of time. Measures taken to

contain the spread of the virus, including travel bans,

quarantines, social distancing, and closures of non-

essential services have triggered significant

disruptions to businesses, resulting in an economic

slowdown.

The fiscal year 2022 has beena challenging year for AFC Group
Holdings Limited and its subsidiaries ("AFC"), But with the

relaxation of control measures, it is believed that the situation will

improve. Meanwhile, ACF has been actively and continuously

taking various measures to deal with various challenges.

AFC Group Holdings Limited

1. Independent directors of AFC will continue to take a 30%

reduction in remuneration. Other directors will voluntarily

receive no director fees.

2. AFC is cutting its costs through office space integration.

3. AFC attended the 4th China International Import Expo (CIIE) to

promote the group and products.

4.AFCemployedmoreseniorpersonnelwhocanbringsalesandprofit
tothegroup.

5.AFCishelpingandprovidingmoreopportunitiesforNewZealand

smallandmediumenterprisestoentertheChinesemarket,AFCGroup

hasactivelyparticipatedintheChina(Anhui)5GInternationalFoodCity

andthe"EFOODLINE”globale-commerceplatform.

AFCLongviewLimited(“AFCLV”and“LongviewEstate”)

1. AFCLV continues to maintain its pricing strategy and marketing

campaign. The pricing strategy and marketing campaign is allowing

more people to gain access to the White Diamond Wine.

2. Longview Estate actively participated in different wine exhibitions,
such as Winetopia and NZ WINE Roadshows, to promote wine and

increase sales.

3. AFCLV is committed to developing export markets through launching

of marketing campaigns and increase of online sales channels in China.

4. Longview Estate has taken actions to cut costs, such as better work

schedules organisation and people management.

5. Longview Estate intends to revaluate its land. It will be a change of

accounting policies from historical value to fair value.

AFC Biotechnology Manufacture Co Ltd (“AFCBIO”)

1. AFCBIO outsources its inventory storage to a third party. This will cut

down the rental fee of warehouse and other ancillary costs, such as

electricity and monitoring fee.

2. AFCBIO will increase the use of online distribution channels in 2023
fiscal year, which include continuously using the shoppertainmentto

promote masks, Jingdong, Wei Pin Hui and Staff Live Stream on Tmall.

3. The re-opening of borders will bring more customers to AFCBIO, thus

generate more sales.

In summary, by taking various measures to increase sales and save

costs, the AFC Group will continue to work hard to enable future

revenue growth and return value to our shareholders in the 2023 fiscal

year. While the company is developing itself, it will also be a good

messenger of investment and trade between New Zealand and China.

Resolutions
Resolution 1: Annual Report

To receive and consider the Annual

Report, including the audit report and

financial statements, for the year ended

31 March 2022.

“That the Annual Report be received.”

Resolutions
Resolution 2: Appointment of Auditor

TorecordthattheCompany’sAuditorsWilliamBuckis

reappointedasauditorspursuanttosection200ofthe

CompaniesAct1993andtoconsider,andifthoughtfit,to

passthefollowingordinaryresolution

“ShareholderapprovalissoughttoreappointtheCompany’s

AuditorsWilliamBuckasauditors.”

Resolutions
Resolution 3: Fixing the Fees and Expenses of the

auditor

Torecordthatshareholders,authorizethedirectorstofix

thefeesandexpensesoftheauditorforthefinancialyear

ending31March2023pursuanttosection200ofthe

CompaniesAct1993andtoconsider,andifthoughtfit,to

passthefollowingordinaryresolution

”That the directors of the Company be authorised to fix the

remuneration of the auditors of the Company for the ensuing year.”

Resolutions
Resolution 4: Re-election of Director

To consider and, if thought fit, to

pass the following ordinary

resolution pursuant to NZX Listing

Rule 3.3.6:

“That Yang Xia, who retires by rotation and

is eligible for re-election, be elected as a

non-executive director of the Company.”

Resolutions
Resolution 5: Re-election of Director

To consider and, if thought fit, to

pass the following ordinary

resolution pursuant to NZX Listing

Rule 3.3.6:

“That Bo Xian (Charles) Cao, who retires by

rotation and is eligible for re-election, be

elected as a director of the Company.”

Resolutions
Resolution 6: Re-election of Director

To consider and, if thought fit, to

pass the following ordinary

resolution pursuant to NZX Listing

Rule 3.3.6:

“That Jingwei(Karen) Ma, who retires by

rotation and is eligible for re-election, be

elected as an executive director of the

Company.”

Resolutions
Resolution 7: Appointment of Director

To consider and, if thought fit, to pass

the following ordinary resolution:

“That Shuang (Simon) Xia be appointed as a

non-executive director of the Company.”

Thank you for attending
AFC Group Holdings Limited

VirtualAnnual Meeting

---

AFC Group Holdings Limited AGM– 16 September 2022


1.0 Introduction


Good Afternoon


My name is Howard Long. I am a CFO of AFC Group Holdings Limited.


It is my pleasure to Chair the Virtual Annual General Meeting of AFC Group Holdings

Limited. AFC has considered the impact of Covid-19 and decided not to offer the

Annual Shareholders’ Meeting in person this year. Therefore, shareholders can attend

the Meeting through a Zoom meeting only.



It is 2:00 pm, and it is time to start the Meeting.


- I am advised that:

o The correct notice has been given.

o We have a quorum online present, and hence we have a correctly

constituted meeting.


2.0 Welcome


I would like to welcome you all to our Virtual Annual Meeting of AFC.


The minutes of the Annual Meeting held on 16 September 2022 have been approved

by the Directors and are available for inspection.


I would like to introduce:

My fellow Directors

Yang Xia

John Li

Charles Cao

Karen Ma

Jacky Wang


The Deputy General Manager of AFC Group Holdings Limited, Kelly Hu.


I advise that we have received 26 proxies representing 3,179,597,329 shares which

86.77% of the total valid securities voted.


I confirm that this is a meeting of shareholders of AFC Group Holdings Limited.

Shareholders have the right to attend and vote.


We have other persons here, and we note that the Chair has the option of accepting

questions or comments from non-shareholders at their absolute discretion.


I ask all shareholders to ensure that If you wish to vote on the date, you need to email

your Shareholder details CSN/Security Holder Number, your registered name and

address and your voting intentions for each Resolution or scan your proxy/voting form

to accounts@afcnz.com by 3:00 pm on Friday 16 September 2022. You also need to
have a form in case of a poll being called.


Finally, I ask that all mobile phones be turned off or to silent.


3.0 Apologies


Do we have any other apology?


There are no other apologies



4.0 Chairman’s letter


Now, I will read the following chairman’s letter.


Dear Shareholders and Guests,


Good afternoon and welcome to you all. The spread of COVID-19 has severely

impacted many local economies around the globe. In New Zealand, businesses are

being forced to cease or limit operations for long or indefinite periods of time. Measures

taken to contain the spread of the virus, including travel bans, quarantines, social

distancing, and closures of nonessential services have triggered significant disruptions

to businesses, resulting in an economic slowdown.


The fiscal year 2022 has been a challenging year for AFC Group Holdings Limited and

its subsidiaries ("AFC"), But with the relaxation of control measures, it is believed that

the situation will improve. Meanwhile, ACF has been actively and continuously taking

various measures to deal with various challenges.


AFC Group Holdings Limited

1. Independent directors of AFC will continue to take a 30% reduction in

remuneration. Other directors will voluntarily receive no director fees.

2. AFC is cutting its costs through office space integration.

3. AFC attended the 4th China International Import Expo (CIIE) to promote the

group and products.

4. AFC employed more senior personnel who can bring sales and profit to the

group.

5. AFC is helping and providing more opportunities for New Zealand small and

medium enterprises to enter the Chinese market, AFC Group has actively

participated in the China (Anhui) 5G International Food City and the

"EFOODLINE” global e-commerce platform.


AFC Longview Limited (“AFCLV” and “Longview Estate”)

1. AFCLV continues to maintain its pricing strategy and marketing campaign. The

pricing strategy and marketing campaign is allowing more people to gain

access to the White Diamond Wine.

2. Longview Estate actively participated in different wine exhibitions, such as

Winetopia and NZ WINE Roadshows, to promote wine and increase sales.

3. 3. AFCLV is committed to developing export markets through launching of

marketing campaigns and increase of online sales channels in China.

4. Longview Estate has taken actions to cut costs, such as better work schedules

organisation and people management.

5. Longview Estate intends to revaluate its land. It will be a change of accounting
policies from historical value to fair value.


AFC Biotechnology Manufacture Co Ltd (“AFCBIO”)

1. AFCBIO outsources its inventory storage to a third party. This will cut down the

rental fee of warehouse and other ancillary costs, such as electricity and

monitoring fee.

2. AFCBIO will increase the use of online distribution channels in 2023 fiscal year,

which include continuously using the shoppertainment to promote masks,

Jingdong, Wei Pin Hui and Staff Live Stream on Tmall.

3. The re-opening of borders will bring more customers to AFCBIO, thus generate

more sales.


In summary, by taking various measures to increase sales and save costs, the AFC

Group will continue to work hard to enable future revenue growth and return value to

our shareholders in the 2023 fiscal year. While the company is developing itself, it will

also be a good messenger of investment and trade between New Zealand and China.


5.0 Meeting Agenda


Moving on to the business of the Meeting.


The business of this Annual Meeting is set out in the Notice of Meeting sent to

Shareholders along with the explanatory notes.


The Directors have previously advised all shareholders to read the document carefully

before making any decisions.


Resolution 1: Annual Report

To receive and consider the Annual Report, including the audit report and financial

statements, for the year ended 31 March 2022.

“That the Annual Report be received.”

I move the resolution. Do we have a seconder? Thank you ______________


Is there any discussion?


I now put the resolution.


All in favour, please say Aye


Those against please say no


I declare the motion ______________



Resolution 2: Appointment of Auditor

To record that the Company’s Auditors William Buck is reappointed as auditors

pursuant to section 200 of the Companies Act 1993 and to consider, and if thought fit,

to pass the following ordinary resolution


”That the Company’s Auditors William Buck is reappointed as auditors.”



I move the resolution. Do we have a seconder? Thank you _______________


Is there any discussion?


I now put the resolution.


All in favour, please say Aye


Those against please say no


I declare the motion ______________


Resolution 3: Fixing the Fees and Expenses of the auditor

To record that shareholders authorise the directors to fix the fees and expenses of the

auditor for the financial year ending 31 March 2023 pursuant to section 200 of the

Companies Act 1993 and to consider, and if thought fit, to pass the following ordinary

resolution

”That the directors of the Company be authorised to fix the remuneration of the

auditors of the Company for the ensuing year.”


I move the resolution. Do we have a seconder? Thank you _______________


Is there any discussion?


I now put the resolution.


All in favour, please say Aye


Those against please say no


I declare the motion ______________


Resolution 4: Re-election of Director

To consider and, if thought fit, to pass the following ordinary resolution pursuant to

NZX Listing Rule 3.3.6:


“That Yang Xia, who retires by rotation and is eligible for re-election, be elected

as a non-executive director of the Company.”


I move the resolution. Do we have a seconder? Thank you _________________.


Is there any discussion?


I now put the resolution.


All in favour, please say Aye


Those against please say no


I declare the motion ____________



Resolution 5: Re-election of Director

To consider and, if thought fit, to pass the following ordinary resolution pursuant to

NZX Listing Rule 3.3.6:


“That Bo Xian (Charles) Cao, who retires by rotation and is eligible for re-

election, be elected as an independent director of the Company.”


I move the resolution. Do we have a seconder? Thank You _____________


Is there any discussion?


I now put the resolution.


All in favour, please say Aye


Those against please say no


I declare the motion ___________



Resolution 6: Re-election of Director

To consider and, if thought fit, to pass the following ordinary resolution pursuant to

NZX Listing Rule 3.3.6:


“That Jingwei (Karen) Ma, who retires by rotation and is eligible for re-election,

be elected as an executive director of the Company.”


I move the resolution. Do we have a seconder? Thank You _____________


Is there any discussion?


I now put the resolution.


All in favour, please say Aye


Those against please say no


I declare the motion ___________


Resolution 7: Appointment of Director

To consider and, if thought fit, to pass the following ordinary resolution:


“That Shuang (Simon) Xia be appointed as a non-executive director of the

Company.”


I move the resolution. Do we have a seconder? Thank You Mr _____________


Is there any discussion?


I now put the resolution.


All in favour, please say Aye


Those against please say no


I declare the motion ___________



General Business


Is there any business anyone would like to raise?



Final Comment


Ladies and Gentlemen, thank you for your attendance today.

We look forward to enjoying future developments with you.

I declare the meeting closed at ____________pm

End

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