Ficus Technology Holdings Limited — Proxy Solicitation & Information Statement 2024

Jul 2, 2024

Vision International Holdings Limited 威誠國際控股有限公司

(Incorporated in the Cayman Islands with limited liability) (Stock Code: 8107)

FORM OF PROXY FOR USE AT THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON WEDNESDAY, 24 JULY 2024 (OR ANY ADJOURNMENT THEREOF)

I/We[(Note][1)] of being the registered holder(s) of ordinary shares[(Note][2)] of HK$0.1 each (‘‘Shares’’) in the capital of VISION INTERNATIONAL HOLDINGS LIMITED 威 誠 國際 控 股有限 公司 (the ‘‘Company’’), HEREBY APPOINT THE CHAIRMAN OF THE MEETING or[(Note][3)] of

as my/our proxy to attend at the extraordinary general meeting (‘‘EGM’’) of the Company to be held at 21/F, Grand Millennium Plaza, 183 Queen’s Road Central, Sheung Wan, Hong Kong on Wednesday, 24 July 2024, at 10:00 a.m. (and at any adjournment thereof) and vote for me/us and on my/our behalf in respect of the resolution as indicated below[(Note][4)] .

	ORDINARY RESOLUTION	ORDINARY RESOLUTION	FOR	AGAINST
1.		To subdivide the issued and unissued ordinary shares of par value of HK$0.1 each in the share capital of the Company into ten (10) ordinary shares of par value of HK$0.01 each in the share capital of the Company.#
	SPECIAL RESOLUTION		FOR	AGAINST
2.		To approve the change of the English name of the Company from ‘‘Vision International Holdings Limited’’ to ‘‘Ficus Technology Holdings Limited’’ and the adoption of the dual foreign name of the Company of‘‘細葉榕科技控股有限公司’’ in replace of the existing dual foreign name of the Company of ‘‘威誠國際控股有限公 司’’. #
# Th Dated Notes 1. 2. 3. 4. 5. 6. 7. 8. 9.	e full text of the resolutions are set out in the EGM notice. day of 2024 Signature(s) (Notes 5) : Please insert full name(s) and address(es) in BLOCK CAPITALS. The names of all joint registered holders should be stated. Please insert the number of Shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the Shares registered in the name(s) of the holder appearing in this form of proxy. Please insert the name and address of the proxy. If no name is inserted, the chairman of the meeting will act as the proxy. A shareholder may appoint one or more proxies to attend, speak and vote in his/her stead at the meeting provided that each proxy is appointed to represent the respective number of Shares held by the shareholder as specified in the relevant forms of proxy. The proxy does not need to be a shareholder of the Company. If you wish to vote for the resolution, tick (P) in the relevant box below marked ‘‘FOR’’. If you wish to vote against the resolution, tick (P) in the relevant box below marked ‘‘AGAINST’’. If you wish to use less than all your votes, or to cast some of your votes ‘‘FOR’’ and some of your votes ‘‘AGAINST’’ a particular resolution, you must write the number of votes in the relevant box(es). Failure to tick either box or write the number of votes in the box in respect of a resolution will entitle your proxy to cast your vote in respect of that resolution at his/her discretion or to abstain from voting. Your proxy will also be entitled to vote at his/her discretion or to abstain from voting on any resolution properly put to the meeting other than those referred to in the notice of the EGM. This form of proxy must be signed by you or your agent duly authorised in writing or, in the case of a corporation, must either be executed under its common seal or be signed by an officer or agent duly authorised in writing. In the case of joint registered holders of any Shares, any one of such persons may vote at the EGM, either personally or by proxy, in respect of such Shares as if he/she were solely entitled thereto but the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holders and, for this purpose, seniority shall be determined by the order in which the names stand in the Company’s register of members in respect of the relevant joint holding. To be valid, the completed form of proxy must be received by the Company’s Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, at least 48 hours before the time appointed for holding the EGM or any adjourned meeting (as the case may be). If a form of proxy is signed by an attorney of a shareholder who is not a corporation, the power of attorney or other authority under which it is signed or a certified copy of that power of attorney or authority (such certification to be made by either a notary public or a solicitor qualified to practice in Hong Kong) must be delivered to the Company’s Hong Kong branch share registrar together with the form of proxy. Any alteration made to this form of proxy should be initialled by the person who signed the form. Completion and return of this form of proxy will not preclude you from attending and voting in person at the EGM or any adjourned meeting (as the case may be) if you so wish. If you attend and vote at the EGM, this form of proxy will 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 Meeting (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 Company/Computershare Hong Kong Investor Services Limited at the above address.