Apollo Future Mobility Group Limited — Proxy Solicitation & Information Statement 2025

Jun 8, 2025

apollo

APOLLO FUTURE MOBILITY GROUP LIMITED

APOLLO 智慧出行集團有限公司

(Incorporated in the Cayman Islands and continued in Bermuda with limited liability)

(Stock Code: 860)

PROXY FORM FOR 2025 ANNUAL GENERAL MEETING

Form of proxy for use by shareholders at the annual general meeting to be convened on Monday, 30 June 2025 at 11:00 a.m. (or any adjournment thereof).

I/We (note a)

of

being the registered holder(s) of __ (note b) shares of HK$0.01 each in the share capital of Apollo Future Mobility Group Limited (the "Company") hereby appoint the Chairman of the annual general meeting of the Company (the "Meeting") or __ of _____ of email address (note j)

to act as my/our proxy (note c) to attend on my/our behalf at the Meeting to be held by way of a virtual meeting via Vistra eVoting Portal on Monday, 30 June 2025 at 11:00 a.m. and at any adjournment thereof for the purpose of considering and, if thought fit, passing with or without amendments, the resolutions set out in the notice convening the Meeting and to vote on my/our behalf as directed below.

Please put a “✓” in the appropriate boxes to indicate how you wish your vote(s) to be cast (note d).

ORDINARY RESOLUTIONS		FOR (note d)	AGAINST (note d)
1.	To receive and consider the audited consolidated financial statements and the reports of the directors and auditors of the Company for the year ended 31 December 2024
2.	To re-elect Mr. Peter Edward Jackson as an independent non-executive director of the Company and approve the terms of his appointment (including remuneration)
3.	To re-elect Mr. Charles Matthew Pecot III as an independent non-executive director of the Company and approve the terms of his appointment (including remuneration)
4.	To authorise the board of directors of the Company to fix the directors' remuneration
5.	To appoint Forvis Mazars CPA Limited as auditor of the Company in place of the retiring auditor, Ernst & Young, and to hold office until the conclusion of the next annual general meeting of the Company and to authorise the board of directors of the Company to fix their remuneration
6.	To grant a general mandate to the directors of the Company to exercise the power of the Company to allot, issue and otherwise deal with the new shares of the Company (including any sale or transfer of treasury shares out of treasury) not exceeding 20% of the aggregate number of issued shares of the Company (excluding treasury shares) as at the date of passing of this resolution
7.	To grant a general mandate to the directors of the Company to exercise the power of the Company to repurchase the Company's shares not exceeding 10% of the aggregate number of issued shares of the Company (excluding treasury shares) as at the date of passing of this resolution
8.	To extend the general mandate granted to the directors of the Company pursuant to resolution no. 6 by adding thereto the aggregate number of shares of the Company repurchased pursuant to resolution no. 7, if passed

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.
(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) A proxy need not be a shareholder of the Company. If you wish to appoint a person other than the Chairman of the Meeting as your proxy, please delete the words "the Chairman of the annual general meeting of the Company ("Meeting") or" and insert the name, address and email address (for receiving the designated log-in username and password to attend and vote on your behalf via Vistra eVoting Portal) of the person appointed as your proxy in the space provided.
(d) If you wish to vote for any of the resolutions set out above, please tick ("✓") the boxes marked "For". If you wish to vote against any of the resolutions, please tick ("✓") the boxes marked "Against". If the form returned is duly signed but without specific direction on any of the proposed 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. For the full text and details of the resolutions indicated above, please refer to the notice of Meeting dated 8 June 2025 as set out in the circular of the Company dated 8 June 2025.
(e) In the case of a joint share holding, only ONE PAIR of log-in username and password for Vistra eVoting Portal will be provided to the joint holders. Any one of such joint holders may attend and vote in respect of each share(s) as if he/she was solely entitled thereto.
(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 its common seal or under the hand of an officer or attorney or other person duly authorised.
(g) 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 of each power or authority must be deposited at the office of the Company's Hong Kong branch share registrar, Tricor Tengis Limited of 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong or via the designated website (https://eVoting.vistra.com) by using the username and password provided on the notification letter sent by the Company as soon as possible and in any event not less than 48 hours before the time fixed for holding the Meeting (i.e. before 11:00 a.m. on Saturday, 28 June 2025) or any adjourned meeting.
(h) Any alteration made to this form should be initialed by the person who signs the form.
(i) Completion and return of this form of proxy will not preclude you from attending and voting at the Meeting or any adjournment thereof if you so wish.
(j) If your proxy (except when the chairman of the meeting is appointed as proxy) wishes to attend the Meeting and vote online, you must provide a valid email address of your proxy to the Company's share registrar, Tricor Tengis Limited. If no email address is provided, your proxy cannot attend the Meeting and vote online. The email address so provided will be used by the Company's share registrar, Tricor Tengis Limited, for providing the login details for attending and voting at the Meeting via Vistra eVoting Portal. If your proxy has not received the login details by email before 12:00 noon on 29 June 2025, you should contact the Company's share registrar, Tricor Tengis Limited, by calling hotline at (852) 2873 0928 between 9:00 a.m. to 5:00 p.m. or by email to emeeting@vistra.com for the necessary arrangements.

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 includes your and your proxy's name and address.

Your and your proxy's Personal Data provided in this proxy 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 Meeting. The supply of your and your proxy's Personal Data is on voluntary basis. However, we may not be able to process your request unless you provide us with your and your proxy's Personal Data.

Your and your proxy's Personal Data will be disclosed or transferred to the Company's 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 each period as may be necessary for our verification and record purpose.

By providing your proxy's Personal Data in this proxy 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 proxy form and that you have informed your proxy of the purpose for and the manner in which his/her Personal 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/Tricor Tengis Limited at the above address.