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ETS Group Limited Proxy Solicitation & Information Statement 2026

Apr 28, 2026

51226_rns_2026-04-28_02067c2d-f09c-4a78-83bc-2725c606939d.pdf

Proxy Solicitation & Information Statement

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ETS GROUP LIMITED

易通訊集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8031)

FORM OF PROXY FOR USE AT THE ANNUAL GENERAL MEETING TO BE HELD ON TUESDAY, 23 JUNE 2026 OR AT ANY ADJOURNMENT THEREOF

I/We (Note 1)

of

being the registered holder(s) of (Note 2) shares of HK$0.01 each in the share capital of ETS Group Limited (the "Company"), HEREBY APPOINT (Note 3) THE CHAIRMAN OF THE MEETING or

of

to act as my/our proxy to attend at the annual general meeting of the Company (the "Meeting") (and at any adjournment thereof) to be held at Room 2, 3/F, Tower 2, South Seas Centre, 75 Mody Road, Tsim Sha Tsui East, Kowloon, Hong Kong on 23 June 2026 (Tuesday) at 10:00 a.m. for the purposes of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting (the "Notice"), and vote for me/us and in my/our name(s) in respect of the resolutions as indicated below, or, if no such indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTIONS FOR (Note 4) AGAINST (Note 4)
1. To receive, consider and approve the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors (the “Director(s)”) and of the auditors of the Company for the year ended 31 December 2025.
2. (a) To re-elect Mr. Siu Man On as an executive Director.
(b) To re-elect Mr. Xu Weihua as an independent non-executive Director.
(c) To re-elect Mr. Wong Lap Chung as an independent non-executive Director.
(d) To authorise the board of Directors to fix the remuneration of the Directors.
3. To re-appoint HLB Hodgson Impey Cheng Limited as auditors of the Company and to authorise the board of Directors to fix their remuneration.
4. To grant a general and unconditional mandate to the Directors to allot, issue and deal with the additional ordinary shares of the Company with an aggregate number of not exceeding 20% of the number of the shares of the Company in issue.
5. To grant a general and unconditional mandate to the Directors to repurchase shares of the Company with an aggregate number of not exceeding 10% of the number of the shares of the Company in issue.
6. To extend the general mandate granted to the Directors to issue, allot and deal with additional shares of the Company under resolution numbered 4 to include the number of shares of the Company repurchased pursuant to the general mandate to repurchase shares under resolution numbered 5.

Dated this __ day of __ 2026

Signature (Note 6): _________

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
  2. 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 of the Company registered in your name(s).
  3. If any proxy other than the Chairman is preferred, please strike out "THE CHAIRMAN OF THE MEETING or" here inserted and insert the name and address of the proxy desired in the space provided. You may appoint one or more proxies to attend the Meeting. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS PROXY, ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK (✓) THE APPROPRIATE BOXES MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK (✓) THE APPROPRIATE BOXES MARKED "AGAINST". Failure to complete any or all of the boxes will entitle your proxy to cast his/her votes at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.
  5. Any member of the Company ("Member") entitled to attend and vote at the Meeting shall be entitled to appoint another person (who must be an individual) as his/her proxy to attend and vote instead of him/her and a proxy so appointed shall have the same right as the Member to speak at the Meeting. On a poll votes may be given either personally or by proxy. A proxy need not be a Member.
  6. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of an officer or attorney duly authorised.
  7. To be valid, this form of proxy together with a power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company's branch share registrar and transfer office 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 Meeting (and at any adjournment thereof).
  8. Where there are joint registered holders of any share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such share as if he/she was solely entitled thereto but if more than one of such joint registered holders be present at any meeting personally or by proxy, that one of the said persons so present being the most or, as the case may be, the more senior shall alone be entitled to vote in respect of the relevant joint holding and, for this purpose, seniority shall be determined reference to the order in which the names of the joint registered holders stand on the register of members of the Company in respect of the relevant joint holding.
  9. Completion and delivery of this form of proxy shall not preclude you from attending and voting in person at the Meeting (and at any adjournment thereof) if you so wish, but the appointment of the proxy will be revoked if you attend in person at the Meeting.
  10. The full text of the proposed resolutions appears in the Notice.

PERSONAL INFORMATION COLLECTION STATEMENT

"Your supply of your name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy and your voting instructions for the Meeting of the Company (the "Purposes"). We may transfer your 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 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."