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Changjiu Holdings Limited — Proxy Solicitation & Information Statement 2025
Nov 6, 2025
51097_rns_2025-11-06_9ecb44f0-d5f0-45dc-9eef-7ec7213a8ff3.pdf
Proxy Solicitation & Information Statement
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Changjiu Holdings Limited
长久股份有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 6959)
Number of shares to which this form of proxy relates (Note 1)
FORM OF PROXY FOR USE AT THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON THURSDAY, 27 NOVEMBER 2025
I/We (Note 2) of
being the registered holder(s) of shares in the issued share capital of Changjiu Holdings Limited (the "Company") hereby appoint the Chairman of the meeting (Note 3) or
of
as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the extraordinary general meeting (the "EGM") of the Company to be held at Changjiu Building, No. 99, Shigezhuang Road, Chaoyang District, Beijing, the PRC on Thursday, 27 November 2025 at 10:00 a.m. (and at any adjournment thereof).
Please tick (✓) the appropriate boxes to indicate how you wish your vote(s) to be cast (Note 4).
| ORDINARY RESOLUTIONS | FOR | AGAINST | |
|---|---|---|---|
| 1. | “THAT: (a) the 2025 Automobile Dealership Operation Management Service Framework Agreement dated 17 October 2025 entered into between the Company and Jilin Changjiu Industrial Group Co., Ltd. (吉林省長久實業集團有限公司) (“Changjiu Industrial”), a copy of which has been produced to the EGM and signed by the chairman of the EGM for the purpose of identification, the terms and conditions therein, the transactions contemplated thereunder and the proposed annual cap amounts of RMB57,000,000 for the year ending 31 December 2026, RMB55,160,000 for the year ending 31 December 2027 and RMB53,320,000 for the year ending 31 December 2028 be and are hereby approved, ratified and confirmed; and (b) any one of the directors be authorised for and on behalf of the Company, among other matters, to sign, seal, execute, perfect, deliver or to authorise signing, executing, perfecting and delivering all such documents and deeds, to do or authorise doing all such acts, matters and things as he/she may in his/her discretion consider necessary, expedient or desirable to give effect to and implement the 2025 Automobile Dealership Operation Management Service Framework Agreement and to waive compliance with or make and agree such variations of a non-material nature to any of the terms of the 2025 Automobile Dealership Operation Management Service Framework Agreement as he/she may in his/her discretion consider to be desirable and in the interests of the Company and all the director's acts as aforesaid be hereby approved and confirmed.” |
Note: Full text of the ordinary resolutions is contained in the notice of EGM of the Company dated 7 November 2025.
Date: ___ 2025
Signature(s): (Note 5)
Notes:
- Please insert the number of shares to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.
- Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
- If any proxy other than the Chairman of the meeting is preferred, please strike out the words "the Chairman of the meeting" and insert the name and address of the proxy desired in the space provided. Any shareholder of the Company entitled to attend and vote at the EGM is entitled to appoint a proxy or, if holding two or more shares of the Company, more than one proxy to attend and vote instead of him. A proxy need not be a shareholder of the Company.
On a show of hands, every shareholder of the Company who is present in person (or being a corporation, is present by a duly authorised representative), shall have one vote provided that where a proxy or more than one proxy is appointed by a shareholder which is a clearing house (or its nominee(s)), each such person shall have one vote on a show of hands. In the case of a poll, every shareholder of the Company present in person or by proxy or, in the case of a shareholder being a corporation, by a duly authorised representative shall be entitled to one vote for each share held by him. - IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK (✓) THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK (✓) THE BOX MARKED "AGAINST". If no direction is given, your proxy will vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the EGM other than those referred to in the notice convening the EGM.
- This form of proxy must be signed by you or your attorney duly authorised in writing. In case of a corporation, the same must be either under its common seal or under the hand of an officer or attorney so authorised. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALED BY THE PERSON WHO SIGNS IT.
- In case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members of the Company.
- In order to be valid, this form of proxy, together with the power of attorney or other authority, if any under which it is signed or a notarially certified copy of that power of attorney or authority, must be deposited at the Company's branch share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time appointed for holding the EGM (i.e. not later than 10:00 a.m. on 25 November 2025 (Hong Kong time)) or any adjournment thereof, should he/she so wish.
- Completion and delivery of the form of proxy will not preclude you from attending and voting at the EGM if you so wish and, in such event, the instrument appointing a proxy shall be deemed to be revoked.
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 EGM 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 authorised 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 Data Privacy Officer of the Company's branch share registrar in Hong Kong, Tricor Investor Services Limited at the above mentioned address.