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Beijing Yunji Technology Co., Ltd. — Proxy Solicitation & Information Statement 2025
Dec 11, 2025
50748_rns_2025-12-11_487908ea-b037-4381-9d0e-0eb43bc8647d.pdf
Proxy Solicitation & Information Statement
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YUNJI
Beijing Yunji Technology Co., Ltd.
北京雲建科技股份有限公司
(A joint stock company with limited liability incorporated in the People's Republic of China)
(Stock Code: 2670)
| Number of Shares to which this form of proxy relates (Note 1) | Unlisted Shares |
|---|---|
| H Shares |
FORM OF PROXY FOR THE USE AT THE EGM TO BE HELD ON FRIDAY, DECEMBER 26, 2025
I/We (Note 2) (Name) ________ (In block capitals) of (Address) ________
being the holder(s) of ________, Unlisted Shares/H Shares (Note 3) with a nominal value of RMB1.0 each in the share capital of Beijing Yunji Technology Co., Ltd. (the "Company") hereby appoint the chairman of the meeting or (Note 4) (Name) ________
of (Address) _________
or (Email address) _________
as my/our proxy to attend and vote for me/us and on my/our behalf at the extraordinary general meeting (the "EGM") to be held by way of a hybrid meeting at the Conference Room-HDOS, 7/F, District B, Jinqiu International Building, No. 6, Zhichun Road, Haidian District, Beijing, PRC and a online meeting via eVoting Portal at 10 a.m. on Friday, December 26, 2025 and at any adjournment thereof or on any resolution which is proposed thereat. My/Our proxy is authorized and instructed to vote as indicated in respect of the undermentioned resolutions:
| SPECIAL RESOLUTIONS (Note 5) | FOR (Note 5) | AGAINST (Note 5) | ABSTAIN (Note 5) | |
|---|---|---|---|---|
| 1. | To consider and approve the resolution on the Change of Company Name. | |||
| 2. | To consider and approve the resolution on the Amendments to the Articles of Association of the Company. | |||
| 3. | To consider and approve the resolution on the Amendments to the Rules of Procedure of the Shareholders’ Meeting of the Company. | |||
| 4. | To consider and approve the resolution on the Amendments to the Rules of Procedure of the Board of the Company. | |||
| 5. | To consider and approve the resolution on the Amendments to the Rules of Procedure of the Supervisory Committee of the Company. | |||
| 6. | To consider and approve the mandate to the Board to issue new Shares not exceeding 20% of the total number of issued Shares of the Company. | |||
| 7. | To consider and approve the mandate to the Board to repurchase H Shares not exceeding 10% of the total number of issued H Shares of the Company. |
Date: _______, 2025
Signature(s): _________ (Note 7)
Notes:
- Please insert the number of shares of the Company registered in your name(s) to which this proxy relates and select the class of shares (delete as inappropriate). If a number is inserted, this form of proxy will be deemed to relate only to those shares. If no number is inserted, this form of proxy will be deemed to relate to all shares of the Company registered in your name(s) (whether alone or jointly with others).
- Please insert the full name(s) (in Chinese or in English) and address(es) (must be the same address(es) as shown in the register of members) as shown in the register of members of the Company in BLOCK LETTERS.
- Please insert the number of shares of the Company registered in your name(s) and select the class of shares (delete as inappropriate).
- If any proxy other than the chairman of the meeting is preferred, delete the words "the chairman of the meeting or" and insert the name and address of the proxy desired in the space provided. A Shareholder may appoint one or more proxies to attend and vote in his stead. A proxy need not be a Shareholder of the Company. Any alteration made to this form of proxy must be duly initiated by the person who signs it.
- IMPORTANT: if you wish to vote for any resolution, please tick in the box marked "For" or insert the number of Share(s) you hold. If you wish to vote against any resolution, please tick in the box marked "Against" or insert the number of Share(s) you hold. If you wish to abstain for vote, please tick in the box marked "Abstain" or insert the number of Share(s) you hold. Any vote which is not filled or filled wrongly or with unrecognizable writing or not cast will be counted as "Abstained". If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his discretion. Unless you have indicated otherwise in this form of proxy, your proxy will also be entitled to vote at his discretion on any resolution duly put to the EGM other than those referred to in the notice convening the EGM.
- If you wish to allow your proxy to attend the meeting through the eVoting Portal, please also insert his/her email address. The email address so provided will be used by the Company's H share registrar, Tricor Investor Services Limited, for sending the login details for voting at the EGM, so you and your proxy should ensure that the email address provided will be suitable for this purpose. If your proxy has not received the login details by email by 4 p.m. on Thursday, December 25, 2025 (Hong Kong Time), you should contact the Company's H share registrar, Tricor Investor Services Limited at (852) 2980 1333 or email to [email protected] for assistance.
- This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a legal person, must either be executed under seal or under the hand of a Director thereof or an attorney duly authorized to sign the same. In case of joint holders of Shares, this form of proxy must be signed by the joint holder whose name stands first in the register of members of the Company.
- To be valid, this form of proxy together with the power of attorney or other authorization documents (if any) under which it is signed, or a notarially certified copy of such power of attorney authority, must be delivered to the Company's H Share Registrar, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong (for H Shareholders), or to the Company's China head office at Room B01, 7/F, Jinqiu International Building, No. 6, Zhichun Road, Haidian District, Beijing, PRC (for Unlisted Shareholders), not less than 24 hours before the time for holding the EGM (i.e. 10 a.m. on Thursday, December 25, 2025).
- Save as defined otherwise, capitalized terms defined in the circular dated December 11, 2025 issued by the Company shall have the same meanings when used herein.
PERSONAL INFORMATION COLLECTION STATEMENT
Your supply of your and your proxy's (or proxies') name(s), address(es) and email(s) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the EGM (the "Purposes"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s), address(es) and email(s) 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 made in writing by mail to Tricor Investor Services Limited at the abovementioned address.