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Bingo Group Holdings Limited Proxy Solicitation & Information Statement 2025

Jul 29, 2025

51336_rns_2025-07-29_77085d1a-0f16-4338-a8b7-ce7a46ee04bc.pdf

Proxy Solicitation & Information Statement

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BINGO

BINGO GROUP HOLDINGS LIMITED

比高集團控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 8220)

PROXY FORM

Form of proxy for use by the shareholders of Bingo Group Holdings Limited (the "Company") at the annual general meeting (the "Meeting") to be convened at 10/F, Ruttonjee House, Ruttonjee Centre, 11 Duddell Street, Central, Hong Kong on Tuesday, 9 September 2025 at 11:30 a.m. (or any adjournment thereof).

I/We (note a)

of

being the holder(s) of (note b) shares (each a "Share") of HK$0.1 each in the share capital of the Company, hereby appoint the chairman (the "Chairman") of the Meeting or

of

to act as my/our proxy (note c) at the Meeting to be held at 10/F, Ruttonjee House, Ruttonjee Centre, 11 Duddell Street, Central, Hong Kong on Tuesday, 9 September 2025 at 11:30 a.m. and at any adjournment thereof and to 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 (note d).

ORDINARY RESOLUTIONS FOR AGAINST
1. to receive, consider and adopt the audited consolidated financial statements and the reports of the directors (the “Directors”) and auditors of the Company for the year ended 31 March 2025;
2. (a) to re-elect Ms. CHOW Man Ki Kelly as executive Director;
(b) to re-elect Ms. CHOI Mei Ping (who has already served the Company as an independent non-executive Director for more than nine (9) years) as independent executive Director;
(c) to re-elect Ms. CHAN Yuet Ching as independent non-executive Director; and
(d) to authorise the board of Directors to fix the Directors’ remuneration;
3. to re-appoint Cheng & Cheng Limited as the auditors of the Company and authorise the board of Directors to fix their remuneration;
4. to grant the general mandate to the Directors to issue, allot and otherwise deal with the Shares (including any sale or transfer of any treasury shares out of treasury);
5. to grant the general mandate to the Directors to repurchase the Shares; and
6. to extend the general mandate granted to the Directors to allot, issue and deal with additional shares by addition of the nominal amount of the shares repurchased.

Dated the __ day of __ 2025

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 member of the Company. If you wish to appoint some person other than the Chairman of the Meeting 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.
d. If you wish to vote for any of the resolutions set out above, please tick (“✓”) the box(es) marked “For”. If you wish to vote against any resolutions, please tick (“✓”) the box(es) marked “Against”. If this 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.
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 holders are present at the Meeting, the vote of the senior holder who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holder.
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, attorney or other person so 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 certified copy of such power or authority must be deposited at the Hong Kong share registrar of the Company, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less 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. The description of the resolutions is by way of summary only. The full texts of the resolutions to be proposed at the Meeting are set out in the Notice of Meeting.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') name(s) and address(es) 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 Meeting of the Company (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) and 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/Tricor Investor Services Limited at the above address.