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Ficus Technology Holdings Limited Proxy Solicitation & Information Statement 2026

May 14, 2026

51272_rns_2026-05-14_e3dfb6be-c279-49b2-be7f-ba0281d255af.pdf

Proxy Solicitation & Information Statement

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F

Ficus Technology Holdings Limited

細葉榕科技控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8107)

Number of shares to which this form of proxy relates(Note 1)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING TO BE HELD ON FRIDAY, 5 JUNE 2026

I/We $^{(Note 2)}$

of being the registered holder(s) of shares in the issued share capital of Ficus Technology Holdings Limited (the "Company") hereby appoint the Chairman of the meeting $^{(Note 3)}$ or

of as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the annual general meeting (the "AGM") of the Company for the year 2026 to be held at 21/F., Grand Millennium Plaza, 183 Queen's Road Central, Sheung Wan, Hong Kong on Friday, 5 June 2026 at 10:00 a.m. (and at any adjournment thereof).

Please tick $(^{\prime \prime}\checkmark^{\prime \prime})$ the appropriate boxes to indicate how you wish your vote(s) to be cast(Note 4).

ORDINARY RESOLUTIONS FOR AGAINST
1. To receive and adopt the audited consolidated financial statements of the Company and the reports of the directors and auditor for the year ended 31 December 2025.
2(i). To re-elect Ir Prof. Young Andrew Meng Cheung as an executive director of the Company.
2(ii). To re-elect Mr. Wen Yuan as an executive director of the Company.
2(iii). To re-elect Mr. Fung King Him Daniel as an executive director of the Company.
2(iv). To re-elect Mr. Jan Ting Wai as an independent non-executive director of the Company.
2(v). To authorise the board of directors of the Company to fix the directors' remuneration.
3. To re-appoint ZSZH (HK) Fuson CPA Limited as auditor of the Company and to authorise the board of directors to fix their remuneration.
4. To give a general mandate to the directors to repurchase shares of the Company not exceeding 10% of the total number of issued shares of the Company (excluding treasury shares, if any) as at the date of passing of this resolution.
5. To give a general mandate to the directors to allot, issue and deal with additional shares of the Company not exceeding 20% of the total number of issued shares of the Company (excluding treasury shares, if any) as at the date of passing of this resolution.
6. Conditional upon the passing of resolutions no. 4 and 5, to extend the general mandate granted to the directors to issue, allot and deal with additional shares of the Company by the aggregate number of shares repurchased by the Company.

Date: 2026

Signature(s) $^{(Note 5)}$

Notes:

  1. Please insert the number of shares to which this form of proxy relates. 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.
  2. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
  3. If any proxy other than the Chairman of the meeting is preferred, please strike out the words "the Chairman of the meeting" and insert the name and address of the proxy desired in the space provided. Any shareholder who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf. A proxy need not be a shareholder of the Company.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK $(^{\prime \prime}\checkmark^{\prime \prime})$ THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK $(^{\prime \prime}\checkmark^{\prime \prime})$ THE BOX MARKED "AGAINST". If no direction is given, your proxy will vote or abstain at his discretion.
  5. This form of proxy must be signed by you or your attorney duly authorised in writing. In case of a corporation, the same must be either under its common seal or under the hand of an officer or attorney so authorised. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
  6. In case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of votes of the other joint holder(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.
  7. In order to be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it is signed or a certified copy thereof, must be deposited at the Company's branch share registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Hong Kong not less than 48 hours before the time appointed for the meeting or the adjourned meeting (as the case may be) (i.e. not later than 10:00 a.m. on Wednesday, 3 June 2026).
  8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM if you so wish.
  9. References to time and dates in this form are to Hong Kong time and dates.

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 AGM of the Company (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 at the above address.