Dexin Services Group Limited — Proxy Solicitation & Information Statement 2025

Apr 23, 2025

DoThink 德信服务

股份代号：2215.HK

Dexin Services Group Limited

德信服务集团有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2215)

FORM OF PROXY FOR

THE ANNUAL GENERAL MEETING

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 annual 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 Annual General Meeting of the Company to be held at

Shanghai Hall, 2/F, Building 5, Moganshan Yungu Dexin New Century Mingting Hotel, No. 66 Sanmo Line, Moganshan Town,

Deqing County, Huzhou, Zhejiang Province, the PRC on Thursday, 29 May 2025 at 10:00 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)		For	Against
1.	To consider and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors and the auditor of the Company for the year ended 31 December 2024.
2(a).	(i) To re-elect Mr. Tang Junjie as an executive Director.
	(ii) To re-elect Ms. Zheng Peng as an executive Director.
2(b).	To authorise the Board to fix the remuneration of the directors of the Company.
3.	To re-appoint Zhonghui Anda CPA Limited as the auditor of the Company and authorise the Board to fix its remuneration.
4(A).	To grant a general mandate to the directors of the Company (the “Directors”) to allot, issue and deal with additional shares not exceeding 20% of the issued shares (excluding treasury shares) of the Company.
4(B).	To grant a general mandate to the Directors to buy back shares not exceeding 10% of the issued shares (excluding treasury shares) of the Company.
4(C).	To extend the authority grant to the Directors pursuant to ordinary resolution No. 4(A) to issue shares by adding to the issued shares of the Company the number of shares bought back under ordinary resolution No. 4(B).

Dated this __ day of __, 2025

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 annual 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.