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Dingdang Health Technology Group Ltd. — Proxy Solicitation & Information Statement 2026
Apr 24, 2026
51154_rns_2026-04-24_900bde31-95fd-4a04-8902-4cdde64d306b.pdf
Proxy Solicitation & Information Statement
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0丁当
健康
DINGDANG HEALTH TECHNOLOGY GROUP LTD.
叮噹健康科技集團有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 09886)
| Number of shares of the Company to which this form of proxy relates (Item 1) | |
|---|---|
FORM OF PROXY FOR THE ANNUAL GENERAL MEETING TO BE HELD ON TUESDAY, JUNE 23, 2026 AT 2:00 P.M. (OR ANY ADJOURNMENT THEREOF)
I/We (Item 2)
of
being the registered holder(s) in the share capital of DINGDANG HEALTH TECHNOLOGY GROUP LTD. (the "Company") HEREBY APPOINT THE CHAIRMAN OF THE MEETING, or (Item 3 and 4)
of
to act as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting (the "AGM") of the Company to be held at Building 1, Yard 50, Dengshikou Street, Dongcheng District, Beijing, the PRC on Tuesday, June 23, 2026 at 2:00 p.m. (or any adjournment thereof).
Please indicate how you wish your vote(s) to be cast by putting a “√” in the appropriate box next to the following resolution (Item 5).
| ORDINARY RESOLUTIONS* | FOR | AGAINST | |
|---|---|---|---|
| 1. | To receive and adopt the audited consolidated financial statements of the Company, its subsidiaries and its consolidated affiliated entities and the reports of the directors of the Company (the “Directors”) and auditor (the “Auditor”) of the Company for the year ended December 31, 2025. | ||
| 2. (a) i | To re-elect Mr. Yang Yibin as an executive Director. | ||
| 2. (a) ii | To re-elect Mr. Meng Fanzhou as an executive Director. | ||
| 2. (a) iii | To re-elect Ms. Li Chuheng as a non-executive Director. | ||
| 2. (a) iv | To re-elect Mr. Zhang Shouchuan as an independent non-executive Director. | ||
| 2. (a) v | To re-elect Mr. Jiang Shan as an independent non-executive Director. | ||
| 2. (b) | To authorize the board of Directors of the Company (the “Board”) to fix the remuneration of the Directors. | ||
| 3. | To re-appoint Deloitte Touche Tohmatsu as the Auditor and to authorize the Board to fix its remuneration. | ||
| 4. | To grant a general mandate to the Directors to allot, issue and deal with new shares of the Company not exceeding 20% of the Company’s total number of issued shares (excluding treasury shares, if any, and Shares repurchased but not yet cancelled) as at the date of passing of this resolution. | ||
| 5. | To grant a general mandate to the Directors to repurchase shares of the Company not exceeding 10% of the Company’s total number of issued shares (excluding treasury shares, if any, and Shares repurchased but not yet cancelled) as at the date of passing of this resolution. | ||
| 6. | To extend the general mandate granted to the Directors to allot, issue and deal with new shares of the Company by the aggregate number of shares repurchased by the Company. | ||
| SPECIAL RESOLUTIONS* | FOR | AGAINST | |
| 7. | To approve and adopt the fifth amended and restated memorandum and articles of association of the Company and authorize any one of the Directors to do all things necessary to implement the adoption of the fifth amended and restated memorandum and articles of association of the Company. |
- The full text of the resolutions is set out in the notice of the AGM which is included in the circular despatched to shareholders on April 27, 2026.
Date: 2026
Signature(s) (Item 6)
Notes:
-
Please insert the number of shares registered in your name(s) to which this proxy relates. If a number is inserted, this form of proxy will be deemed to relate only to those shares of the Company registered in your name(s). 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.
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
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If you are a shareholder who is entitled to attend and vote at the AGM, you are entitled to appoint one or more proxies to attend instead of you and to vote on your behalf provided that each proxy is appointed to represent the respective number of shares held by you as specified in the relevant proxy form. A proxy need not be a shareholder of the Company, but must attend the AGM in person in order to represent you.
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If a proxy other than the Chairman of the meeting is preferred, cross out the words "the Chairman of the meeting" and insert the full name(s) and address(es) of the proxy (or proxies) desired in the space provided. If no name is inserted, the Chairman of the meeting will act as your proxy. Any changes should be initialed.
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If you return this proxy form without indicating as to how your proxy is to vote on any particular matter, the person appointed as your proxy will exercise his/her discretion as to whether he/she votes and, if so, how and, unless instructed otherwise, he/she may also vote or abstain from voting as he/she thinks fit on any other business (including amendments to resolutions) which may properly come before the AGM.
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This proxy form must be signed and dated by the shareholder or his/her attorney duly authorised in writing. If the shareholder is a company, it should execute this proxy form under its common seal or by the signature(s) of (a) person(s) authorised to sign on its behalf. In case of joint shareholding, any one shareholder may sign this proxy form. The vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of the other joint shareholder(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 respect of the joint shareholding.
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In order to be valid, this form of proxy must be completed and deposited at the Company's share registrar at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong, not less than 48 hours before the time appointed for the holding of the AGM (i.e. not later than 2:00 p.m. on Sunday, June 21, 2026) (or any adjournment thereof). If this form of proxy is signed under a power of attorney, the power of attorney or other authority relied on to sign it (or a copy which has been certified by a notary public) must be deposited at the Company's share registrar with this form of proxy.
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Completion and delivery of this form of proxy will not preclude you from attending and voting in person at the AGM (or any adjournment thereof) if you so wish, and in such case, the form of proxy previously submitted shall be deemed to be revoked.
PERSONAL INFORMATION COLLECTION STATEMENT
"Personal Data" in this statement has the same meaning as "personal data" in the Personal Data (Privacy) Ordinance, Cap 486 (PDPO), which will include your and your appointed proxy's name and mailing address and any other personal data required to be provided. By providing your appointed proxy's Personal Data, you hereby confirm that you have obtained the consent of your appointed proxy to provide their Personal Data to the Company and its registrar. The Personal Data provided in this form may be used in connection with processing your appointment of proxy at the Company's AGM and instructions. Your supply of the Personal Data to the Company and/or its registrar is on a voluntary basis. However, we may not be able to effect the appointment of your proxy and instructions unless you provide us with the Personal Data. The Personal Data will be transferred to the registrar's agents, contractors or third-party service providers who/which offer administrative, telecommunications, computer, payment or other data processing services to the registrar in connection with the operation of their business for the above purposes. The Company and its registrar may also transfer your Personal Data if it is required to do so by law or in response to requests from law enforcement agencies or regulatory authorities. The Personal Data collected in this proxy form will be retained for such period as may be necessary for any of the above purposes and its directly related purposes such as for the Company's and its registrar's record, verification and notification purposes. You have the right to request access to and/or correction. You and your appointed proxy have the right to request access to, correction and/or erasure of the respective Personal Data in accordance with, where applicable, the provisions of the PDPO, and any other data protection law as applicable. Any such request for access to, correction and/or erasure of the Personal Data, as well as withdrawal of consent, where applicable, should be made in writing by either one of the following means:
By mail to: Privacy Officer, Computershare Hong Kong Investor Services Limited, 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong
By email to: [email protected]