Dexin Services Group Limited — Proxy Solicitation & Information Statement 2024

Feb 22, 2024

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Dexin Services Group Limited 德信服務集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2215)

FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING

(Block capitals, please)

I/We (Name) (Block capitals, please) of (Address) being the holder(s) of (see Note 1) shares of HKD0.01 each in the capital of Dexin Services Group Limited (the ‘‘Company’’) hereby appoint the chairman of the extraordinary general meeting (the ‘‘Chairman’’) (see Note 2) or (Name)

of (Address)

as my/our proxy to attend and vote for me/us and on my/our behalf at the Extraordinary General Meeting of the Company to be held at 7/F, Dexin Group Building, No.588, East Huanzhan Road, Shangcheng District, Hangzhou, Zhejiang, China on Wednesday, 13 March 2024 at 9: 30 a.m., and at any adjournment thereof or on any resolution or motion which is proposed thereat. My/our proxy is authorised and instructed to vote as indicated (see Note 3) in respect of the undermentioned resolutions or, if no such indication is given, as my/our proxy thinks fit:

	Ordinary Resolutions (see Note 3)	Ordinary Resolutions (see Note 3)	For	Against
	1.	To consider and approve the transactions contemplated under the Underground Parking Space Use Rights Transfer Agreement A.
	2.	To consider and approve the transactions contemplated under the Underground Parking Space Use Rights Transfer Agreement B.
	3.	To consider and approve the transactions contemplated under the Underground Parking Space Use Rights Transfer Agreement C.
	4.	To consider and approve the transactions contemplated under the Underground Parking Space Use Rights Transfer Agreement D.
5.	5.	To consider and approve the transactions contemplated under the Equity Transfer Agreement.

Dated this day of , 2024 Signature(s) (see Note 5)

Notes:

1. 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).

2. A proxy need not be a member of the Company. A member may appoint more than one proxy of his/her own choice. If you wish to appoint some person other than the Chairman as your proxy, strike out the words ‘‘the chairman of the extraordinary general meeting’’, and insert the name(s) of the person(s) appointed as proxy in space provided. IF NO NAME IS INSERTED, THE CHAIRMAN WILL ACT AS YOUR PROXY. Any alteration made to this form of proxy must be initialled by the person who signs it.

3. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE BOX MARKED ‘‘For’’. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE BOX MARKED ‘‘Against’’. Failure to tick a box will entitle your proxy to cast your vote or abstain at his/her discretion. Your proxy will also be entitled to vote or abstain at his/her discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

4. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney authorised in writing, or if the appointor is a corporation, either under its seal or under the hand of an officer, attorney or other person duly authorised to sign the same.

5. In the case of joint holders, the signature of any one holder will be sufficient but the names of all the joint holders should be stated.

6. Where there are joint holders of any share of the Company, any one of such joint holders may vote at the meeting, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the meeting, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined as that one of the said persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.

7. To be valid, this form of proxy must be completed, signed and deposited at the Company’s Share Registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, together with (if required by the Board) the power of attorney or other authority, (if any) under which it is signed, or a certified copy of such power or authority, not less than 48 hours before the time for holding the meeting (or adjourned meeting). The completion and return of the form of proxy shall not preclude shareholders of the Company from attending and voting in person at the above meeting (or any adjourned meeting thereof) if they so wish.

8. The description of each resolution herein is by way of summary only. The full text of the resolution is set out in the notice of the meeting.