AB Builders Group Limited — Proxy Solicitation & Information Statement 2025

Apr 28, 2025

AB BUILDERS GROUP LIMITED
奧邦建築集團有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 01615)

PROXY FORM
(ANNUAL GENERAL MEETING — FRIDAY, 20 JUNE 2025)

Number of shares to which this proxy form relates¹

I/We²

of

being the registered shareholder(s) of _____ ordinary shares of par value HK$0.01 each in the share capital of AB Builders Group Limited (the “Company”), HEREBY APPOINT³ ____ (name) of ______ (address)

or failing him/her, THE CHAIRMAN OF THE MEETING as my/our proxy to attend and vote on my/our behalf at the annual general meeting of the Company (the “AGM”) to be held at Conference Room, 10th Floor, Edf. Comercial I Tak No. 126, Rua De Pequim Macau on 20 June 2025 (Friday) at 3:00 p.m. (and at any adjournment thereof), and to vote for me/us and in my/our name(s) in respect of the said resolutions as indicated below⁴:

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll.

ORDINARY RESOLUTION		FOR⁴	AGAINST⁴
1.	To receive and consider the audited financial statements and the Reports of the Directors and of the Auditors for the year ended 31 December 2024.
2.	(a) To re-elect Mr. Lao Chio Seng as an executive Director.
	(b) To re-elect Dr. Roberto Gnanavelu as an executive Director.
	(c) To re-elect Mr. O’Yang Wiley as an independent non-executive Director.
	(d) To authorise the Board of Directors to fix the Directors’ remuneration.
3.	To re-appoint Baker Tilly Hong Kong Limited as the auditors of the Company and to authorise the Board of Directors to fix their remuneration.
4.	To grant a general mandate to the Directors of the Company to purchase the Company’s shares up to 10% of the issued ordinary share capital (excluding treasury shares, if any) of the Company, in terms as set out in ordinary resolution number 4 in the notice of the AGM.
5.	To grant a general mandate to the Directors of the Company to allot, issue and deal with additional shares (including but not limited to the resale of treasury shares) of the Company not exceeding 20% of the issued ordinary share capital (excluding treasury shares, if any) of the Company, in terms as set out in ordinary resolution number 5 in the notice of the AGM.
6.	To approve the extension of the general mandate granted to the Directors of the Company in ordinary resolution number 5 to such shares repurchased by the Company, in terms as set out in ordinary resolution number 6 in the notice of the AGM.

Dated: _________

Shareholder’s Signature⁵ and ⁶ _________

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Notes:

1. Please insert the number of shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to be related to all the shares of the Company registered in the name(s) of the holder(s) appearing in this proxy form.

2. Please insert full name(s) and address(es) in BLOCK CAPITALS as shown in the register of members of the Company. The names of all joint registered holders should be stated.

3. Please insert the name and address of the proxy. If you wish to appoint some person other than the chairman of the AGM as your proxy, please delete the words “THE CHAIRMAN OF THE MEETING” and insert the name and address of the person appointed proxy in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. A shareholder may appoint one or more proxies to attend the AGM and vote for him. The proxy need not be a member of the Company but must attend the AGM in person to represent you. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK (✓) IN THE RELEVANT BOX BELOW THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK (✓) IN THE RELEVANT BOX BELOW THE BOX MARKED “AGAINST”. If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his/her discretion or to abstain. Your proxy will also be entitled to vote at his/her discretion or to abstain on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.

5. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of its legal representative, director(s) or duly authorised attorney(s) to sign the same.

6. Where they are joint registered holders of any share(s), any one of such persons may vote at the AGM, either personally or by proxy, in respect of such shares as if he were solely entitled thereto, but if more than one of such joint registered holders are present at the AGM in person or by proxy, that one of the said persons so present whose names stands first on the register of members of the Company in respect of such shares shall alone be entitled to vote in respect thereof to the exclusion of the votes of the other joint registered holders.

7. To be valid, this form of proxy, together with any power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof, must be deposited at the Company's Branch Share Registrar in Hong Kong, Boardroom Share Registrars (HK) Limited at 2103B, 21/F, 148 Electric Road, North Point, Hong Kong, not less than 48 hours before the time appointed for holding of the AGM or adjourned AGM (as the case may be).

8. Completion and delivery of this form of proxy will not preclude you from attending and voting at the AGM if you so wish. If you attend and vote at the AGM, the authority of your proxy will be revoked.

9. Pursuant to Rule 13.39(4) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, all resolutions set out in the notice of AGM will be decided by poll at the AGM.

PERSONAL INFORMATION COLLECTION STATEMENT

“Personal Data” in this proxy form has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Cap 486 (“PDPO”), which may include your and/or your proxy’s name and address. Your and your proxy’s Personal Data provided in this form will be used in connection with processing your request for the appointment of a proxy to attend, act and vote on your behalf as directed above at the AGM. Your supply of your and your proxy’s Personal Data is on voluntary basis. However, the Company may not be able to process your request unless you provide us with such Personal Data. Your and your proxy’s Personal Data will be disclosed or transferred to the Branch Share Registrar and/or other companies or bodies for the purpose stated above, or when it is required to do so by law, for example, in response to a court order or a law enforcement agency’s request, and will be retained for such period as may be necessary for the Company’s verification and record purpose. By providing your proxy’s Personal Data in this form, you should have obtained the express consent (which has not been withdrawn in writing) from your proxy in using his/her Personal Data provided in this form and that you have informed your proxy of the purpose for and the manner in which his/her data may be used. You/your proxy have/has the right to request access to and/or correction of your/your proxy’s Personal Data respectively in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your/your proxy’s Personal Data should be in writing by mail to the Company’s Branch Share Registrar in Hong Kong, Boardroom Share Registrars (HK) Limited at 2103B, 21/F, 148 Electric Road, North Point, Hong Kong.