Aeso Holding Limited — Proxy Solicitation & Information Statement 2023

Aug 28, 2023

AESO HOLDING LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8341)

PROXY FORM

Form of proxy for use by Shareholders at the annual general meeting to be held at Portion 2, 12/F, The Center, 99 Queen’s Road Central, Hong Kong on Thursday, 28 September 2023 at 4:00 p.m. (or any adjournment thereof)

I/We (note a)

of

being the holder(s) of (note b) share(s) of US$0.01 each of Aeso Holding Limited (the ‘‘Company’’)

hereby appoint the Chairman of the annual general meeting (the ‘‘Meeting’’) of the Company or of

to act as my/our proxy (note c) at the Meeting to be held at Portion 2, 12/F, The Center, 99 Queen’s Road Central, Hong Kong on Thursday, 28 September 2023 at 4:00 p.m. or at any adjournment thereof and vote on my/our behalf as directed below. Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast in respect of such resolutions as hereunder indicated (note d).

• ORDINARY RESOLUTIONS FOR AGAINST

• 1. To adopt the audited Financial Statements of the Company for the year ended 31 March 2023 and the Reports of the Directors and the Auditors thereon.
• 1. To re-appoint McMillan Woods (Hong Kong) CPA Limited as auditor of the Company and to authorise the Board of Directors to fix their remuneration.
• 1. To re-elect Mr. Cheung Hiu Tung as an executive Director. 4. To re-elect Ms. Lai Wing Sze as an independent non-executive Director. 5. To authorise the Board of Directors to fix the Directors’ remuneration. 6. (A) To grant a general mandate to the Directors to issue new shares of the Company. (B) To grant a general mandate to the Directors to repurchase shares of the Company. (C) To extend the general mandate to the Directors to issue new shares following the repurchase of shares of the Company under the general mandate in Resolution No.6(B). SPECIAL RESOLUTION FOR AGAINST
• 1. To consider and approve the proposed amendments to the existing memorandum and articles of association of the Company.

The full text is set out in the notice convening the Meeting.

Dated: Shareholder’s signature (notes e, f, g and h): Notes:

• a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS. The names of all joint holders should be stated. b. Please insert the number of shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares in the capital of the Company registered in your name(s).

• c. ChairmanA proxy needof thenotannualbe a membergeneral ofmeetingthe Company.(the ‘‘MeetingIf you’’wish) of theto appointCompanysomeor’’personand insertotherthethannamethe andChairmanaddressofofthetheMeetingperson appointedas your proxy,proxypleasein thedeletespacetheprovided.words ‘‘the d. If(‘‘✓you’’) wishthe boxto votemarkedfor a ‘‘resolutionAGAINSTset’’ againstout above,suchpleaseresolution.tick (‘‘✓If’’)thetheformbox markedof proxy‘‘FORreturned’’ againstis dulysuchsignedresolution.but withoutIf you wishspecificto votedirectionagainstona resolution,any of thepleaseproposedtick resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those set out in the notice convening the Meeting.

• e. In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the Meeting, whether in person or by proxy, that one of the joint holders whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

• f. The form of proxy must be signed by a shareholder, or his attorney duly authorised in writing, or if the shareholder is a corporation, either under seal or under the hand of an officer or attorney duly authorised.

• g. Toattorneybe valid,or authoritythis formmustof proxybe depositedtogetheratwiththe anyofficespowerof theof attorneyCompanyor’s otherHongauthorityKong branch(if any)shareunderregistrar,whichTricorit is signedInvestoror aServicesnotariallyLimited,certifiedat 17/F,copy ofFarsuchEastpowerFinanceof Centre, 16 Harcourt Road, Hong Kong not later than 48 hours before the time of the Meeting or any adjourned meeting.

• h. Any alteration made to this form should be initialled by the person who signs the form. i. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish.

PERSONAL INFORMATION COLLECTION STATEMENT

Yourproxies)supplyand ofyouryourvotingand yourinstructionsproxy’sfor(ortheproxiesMeeting’) name(s)of the andCompanyaddress(es)(‘‘Purposesis on a’’).voluntaryWe maybasistransferfor theyourpurposeand yourof proxyprocessing’s (or yourproxiesrequest’) name(s)for theandappointmentaddress(es)oftoa ourproxyagent,(or authorisedcontractor, byor thirdlaw topartyrequestservicethe informationprovider whoorprovidesare otherwiseadministrative,relevant forcomputerthe Purposesand otherandservicesneed to toreceiveus fortheuseinformation.in connectionYourwithandtheyourPurposesproxy’ands (ortoproxiessuch parties’) name(s)who andare address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Privacy Compliance Officer of Tricor Investor Services Limited at the above address.