GDS GLOBAL LIMITED — AGM Information 2025

Dec 31, 2025

GDS GLOBAL LIMITED (Company Registration No. 201217895H) (Incorporated in the Republic of Singapore)

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NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Annual General Meeting (“ AGM ”) of GDS GLOBAL LIMITED (the “ Company ”) will be held at 86 International Road, Singapore 629176 on Friday, 16 January 2026 at 10.00 a.m. to transact the following business:

As Ordinary Business

1. To receive and adopt the Directors’ Statement and Audited Financial Statements for the financial year ended 30 September 2025 together with the Auditors’ Report thereon. (Resolution 1)

2. To approve the sum of S$186,000/- as Directors’ fees for the financial year ending 30 September 2026 and the payment thereof on a half yearly basis. (Resolution 2)

3. To re-elect Mr Aw Eng Hai, who is retiring by rotation in accordance with Regulation 114 of the Company’s Constitution, as Director of the Company. [See Explanatory Note (i)] (Resolution 3)

4. To re-elect Mr Cheam Heng Haw, Howard, who is retiring by rotation in accordance with Regulation 114 of the Company’s Constitution, as Director of the Company. [See Explanatory Note (ii)] (Resolution 4)

5. To re-appoint Deloitte & Touche LLP as Auditors of the Company and to authorise the Directors to fix their remuneration. (Resolution 5)

6. To transact any other business that may be transacted at an AGM.

As Special Business

To consider and, if thought fit, to pass the following resolutions as Ordinary Resolutions, with or without modifications:

1. Authority to allot and issue shares in the capital of the Company

2. That pursuant to Section 161 of the Companies Act 1967 (the “ Act ”) and Rule 806 of the Listing Manual Section B: Rules of Catalist of the Singapore Exchange Securities Trading Limited (the “ SGX-ST ”) (“ Catalist Rules ”) and the Constitution of the Company, authority be and is hereby given to the Directors to:

3. (a) (i) allot and issue shares in the Company (“ Shares ”) whether by way of rights, bonus or otherwise; and/or

   • (ii) make or grant offers, agreements or options (collectively, “ Instruments ”) that might or would require Shares to be issued, including but not limited to the creation and issue of (as well as adjustments to) warrants, debentures or other instruments convertible into Shares,

at any time and upon such terms and conditions and for such purposes and to such persons as the Directors may in their absolute discretion deem fit; and

• (b) (notwithstanding the authority conferred by this resolution may have ceased to be in force) issue Shares in pursuance of any Instruments made or granted by the Directors of the Company while this resolution was in force,

GDS GLOBAL LIMITED (Company Registration No. 201217895H) (Incorporated in the Republic of Singapore)

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NOTICE OF ANNUAL GENERAL MEETING

provided that:

• (1) the aggregate number of Shares to be issued pursuant to this resolution (including Shares to be issued in pursuance of the Instruments, made or granted pursuant to this resolution) and Instruments to be issued pursuant to this resolution shall not exceed 100% of the total number of issued Shares (excluding treasury shares and subsidiary holdings) in the capital of the Company (as calculated in accordance with sub-paragraph (2) below), of which the aggregate number of Shares to be issued (including shares to be issued pursuant to the Instruments) other than on a pro rata basis to existing shareholders shall not exceed 50% of the total number of issued Shares (excluding treasury shares and subsidiary holdings) in the capital of the Company (as calculated in accordance with sub-paragraph (2) below);

• (2) (subject to such calculation as may be prescribed by SGX-ST) for the purpose of determining the aggregate number of Shares that may be issued under sub-paragraph (1) above, the percentage of Shares that may be issued shall be based on the total number of issued Shares of the Company (excluding treasury shares and subsidiary holdings) at the time of the passing of this resolution, after adjusting for:

  • (a) new Shares arising from the conversion or exercise of the Instruments or any convertible securities or share options or vesting of share awards which were issued and outstanding or subsisting at the time this resolution is passed; and

  • (b) any subsequent bonus issue, consolidation or sub-division of Shares;

• (3) in exercising such authority conferred by this resolution, the Company shall comply with the provisions of the Catalist Rules for the time being in force (unless such compliance has been waived by the SGX-ST) and the Constitution for the time being of the Company; and

• (4) unless revoked or varied by the Company in a general meeting, such authority shall continue in force until the conclusion of the next annual general meeting of the Company; or the date by which the next annual general meeting of the Company is required by law to be held, whichever is the earlier. [See Explanatory Note (iii)] (Resolution 6)

• Authority to allot and issue shares under:

• (A) GDS Employee Share Option Scheme (“GDS ESOS”)

That pursuant to Section 161 of the Act, authority be and is hereby given to the Directors to:

• (i) offer and grant options (“ Options ”) from time to time in accordance with the rules of the GDS Employee Share Option Scheme (the “ GDS ESOS Rules ”); and

• (ii) allot and issue from time to time such number of shares (“ Shares ”) as may be required to be issued pursuant to the exercise of Options granted under the GDS ESOS Rules,

provided always that the aggregate number of Shares to be issued pursuant to the GDS ESOS, when aggregated to the aggregate number of Shares issued and issuable or transferred and to be transferred in respect of all options or awards under any other share option schemes or share schemes, shall not exceed fifteen percent (15%) of the total number of issued Shares (excluding treasury shares and subsidiary holdings), on the day immediately preceding the date on which an offer to grant an Option is made. The grant of Options can be made at any time from time to time and that such authority shall, unless revoked or varied by the Company in a general meeting, continue in force until the conclusion of the next annual general meeting of the Company or the date by which the next annual general meeting of the Company is required by law to be held, whichever is earlier.

[See Explanatory Note (iv)] (Resolution 7)

GDS GLOBAL LIMITED (Company Registration No. 201217895H) (Incorporated in the Republic of Singapore)

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NOTICE OF ANNUAL GENERAL MEETING

• (B) GDS Performance Share Plan

That pursuant to Section 161 of the Act, authority be and is hereby given to the Directors to:

• (i) offer and grant awards (“ Awards ”) from time to time in accordance with the rules of the GDS Performance Share Plan (the “ GDS PSP ”); and

• (ii) allot and issue from time to time such number of shares (“ Shares ”) as may be required to be issued pursuant to the vesting of Awards granted under the GDS PSP,

provided always that the aggregate number of Shares to be issued or transferred pursuant to the Awards granted under the GDS PSP, when aggregated with the aggregate number of Shares over which options or awards are granted under any other share option schemes or share schemes, shall not exceed fifteen percent (15%) of the total number of issued Shares (excluding treasury shares) from time to time and that such authority shall, unless revoked or varied by the Company in a general meeting, continue in force until the conclusion of the next annual general meeting of the Company or the date by which the next annual general meeting of the Company is required by law to be held, whichever is earlier.

[See Explanatory Note (iv)]

(Resolution 8)

1. Renewal of the Share Buy-back Mandate

That:

• (a) for the purposes of Sections 76C and 76E of the Act and the Catalist Rules of the SGX-ST, the Directors of the Company be and are hereby authorised to exercise all the powers of the Company to purchase or otherwise acquire the shares (“ Shares ”) not exceeding in aggregate the Prescribed Limit (as hereafter defined) during the Relevant Period (as hereafter defined), at such price(s) as may be determined by the Directors of the Company from time to time up to the Maximum Price (as hereafter defined), whether by way of:

• (i) on-market acquisitions (“ Market Purchases ”), transacted on the SGX-ST or through any other securities exchange on which the Shares may, for the time being, be listed; and/or

• (ii) off-market acquisitions (“ Off-Market Purchases ”) (if effected otherwise than on the SGX-ST) in accordance with any equal access scheme(s) as may be determined or formulated by the Directors as they may consider fit, which scheme(s) shall satisfy all the conditions prescribed by the Act and the Catalist Rules,

and otherwise in accordance with all other provisions of the Act and the Catalist Rules of the SGX-ST as may for the time being be applicable (the “ Share Buy-back Mandate ”);

• (b) unless varied or revoked by the Company in general meeting, the authority conferred on the Directors of the Company pursuant to the Share Buy-back Mandate may be exercised by the Directors at any time and from time to time during the period commencing from the passing of this Resolution and expiring on the earlier of:

• (i) the date on which the next annual general meeting is held or required by law to be held;

• (ii) the date on which Share Buy-backs have been carried out to the full extent mandated under the Share Buy-back Mandate; or

• (iii) the date on which the authority contained in the Share Buy-back Mandate is varied or revoked by the Shareholders in a general meeting;

Collectively known as the “ Relevant Period ”

GDS GLOBAL LIMITED (Company Registration No. 201217895H) (Incorporated in the Republic of Singapore)

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NOTICE OF ANNUAL GENERAL MEETING

• (c) in this resolution:

“ Prescribed Limit ” means 10.0% of the total number of issued and paid-up Shares of the Company (excluding treasury shares and subsidiary holdings) as at the date of passing of this resolution, unless the Company has effected a reduction of its share capital in accordance with the applicable provisions of the Companies Act, at any time during the Relevant Period, in which event the total number of issued Shares of the Company shall be taken to be the total number of issued Shares of the Company as altered, excluding any treasury shares, that may be held by the Company from time to time;

“ Maximum Price ” in relation to a Share to be purchased or acquired, means the purchase price (including brokerage, stamp duties, applicable goods and services tax and other related expenses) not exceeding:

• (i) in the case of a Market Purchase, hundred and five percent (105.0%) of the Average Closing Price (as defined herein); and

• (ii) in the case of an Off-Market Purchase, pursuant to an equal access scheme, hundred and twenty percent (120.0%) of the Average Closing Price, where:

“ Average Closing Price ” means the average of the closing market prices of the Shares over the last five (5) Market Days on which the Shares are transacted on the SGX-ST or, as the case may be, such securities exchange on which the Shares are listed or quoted, immediately preceding the date of the Market Purchase by the Company or, as the case may be, the Offer Date pursuant to the Off-Market Purchase, and deemed to be adjusted, in accordance with the Catalist Rules, for any corporate action that occurs during the relevant 5-day period and the day the Share purchases are made; and

“ Offer Date ” means the date on which the Company makes an offer for a Share Buy-back, stating therein the purchase price for each Share and the relevant terms of the equal access scheme for effecting the Off-Market Purchase; and

• (d) the Directors be and are hereby authorised to complete and do all such acts and things (including executing such documents as may be required) as they may consider expedient or necessary to give effect to the transactions contemplated by this resolution.

[See Explanatory Note (v)] (Resolution 9)

By Order of the Board

Low Mei Mei, Maureen Company Secretary

Singapore, 31 December 2025

GDS GLOBAL LIMITED (Company Registration No. 201217895H) (Incorporated in the Republic of Singapore)

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NOTICE OF ANNUAL GENERAL MEETING

Explanatory Notes:

• (i) Resolution 3 – Mr Aw Eng Hai, if re-elected, will remain as the Lead Independent Non-Executive Director, Chairman of the Audit Committee, Member of the Remuneration Committee and the Nominating Committee. The Board of Directors (“ Board ”) of the Company considers Mr Aw Eng Hai to be independent for the purposes of Rule 704(7) of the Catalist Rules.

• Detailed information of Mr Aw Eng Hai (including information as set out in Appendix 7F of the Catalist Rules) can be found under “Board of Directors” and “Corporate Governance” of this annual report.

• (ii) Resolution 4 – Mr Cheam Heng Haw, Howard, if re-elected, will remain as the Independent Non-Executive Director, Chairman of the Remuneration Committee and the Nominating Committee, Member of the Audit Committee. The Board of the Company considers Mr Cheam Heng Haw, Howard to be independent for the purposes of Rule 704(7) of the Catalist Rules.

Detailed information of Mr Cheam Heng Haw, Howard (including information as set out in Appendix 7F of the Catalist Rules) can be found under “Board of Directors” and “Corporate Governance” of this annual report.

• (iii) Resolution 6 – This Resolution, if passed, will empower the Directors from the date of this AGM until the date of the next AGM, to allot and issue shares and convertible securities in the Company up to an amount not exceeding one hundred percent (100%) of the total number of issued shares (excluding treasury shares and subsidiary holdings), of which the total number of shares issued other than on a pro rata basis to existing shareholders of the Company, shall not exceed fifty percent (50%) of the total number of issued shares (excluding treasury shares and subsidiary holdings). This authority will, unless previously revoked or varied at a general meeting, expire at the next AGM of the Company or the date by which the next AGM of the Company is required by law to be held, whichever is the earlier.

• (iv) Resolutions 7 and 8 – These Resolutions, if passed, will empower the Directors of the Company to allot and issue Shares pursuant to the exercise of Options and vesting of Awards under the GDS ESOS and GDS PSP respectively, provided that the aggregate number of Shares to be issued pursuant to the GDS ESOS and GDS PSP, when aggregated to the number of Shares issued and issuable or transferred and to be transferred under any other share option schemes or share schemes of the Company shall not exceed fifteen percent (15%) of the total number of issued Shares (excluding treasury shares and subsidiary holdings) of the Company from time to time.

• (v) Resolution 9 – This Resolution, if passed, will empower the Directors of the Company from the date of the above annual general meeting until the date on which the next AGM is to be held or is required by law to be held, the date on which the share buyback is carried out to the full extent mandated, or the date on which the authority contained in the Share Buyback Mandate is varied or revoked, whichever is the earliest, to purchase or acquire Shares by way of Market Purchases or Off-Market Purchases on an equal access scheme) from time to time of up to ten percent (10%) of the total number of issued Shares (excluding treasury shares and subsidiary holdings), provided that the aggregate number of Shares to be purchased or acquired under the Share Buy-back Mandate does not exceed the Prescribed Limit, and at such price(s) as may be determined by the Directors of the Company from time to time up to the Maximum Price. The information relating to this Resolution is set out in the Appendix enclosed together with the Annual Report.

Notes:

1. The members of the Company are invited to attend physically at the AGM. There will be no option for shareholders to participate virtually . The Notice of AGM, Proxy Form, Request Form (to request for printed copy of the Annual Report) and Annual Report will be available to members by electronic means via publication on the Company’s website at htp://www.gdsglobal.com.sg/investor-ir-home.html and on the SGXNet at htps://www.sgx.com/securites/company-announcements. Printed copies of the Notice, Proxy Form and Request Form will also be sent by post to members. Members who wish to receive a printed copy of the Annual Report are required to complete the Request Form and return it to the Company by 8 January 2026.

2. Members (including Central Provident Fund Investment Scheme members (“ CPF Investors ”) and/or Supplementary Retirement Scheme investors (“ SRS Investors ”)) may participate in the AGM by:

3. (a) attending the AGM in person;

4. (b) raising questions at the AGM or submitting questions in advance of the AGM; and/or

5. (c) voting at the AGM

   • (i) themselves personally; or

   • (ii) through their duly appointed proxy(ies).

GDS GLOBAL LIMITED (Company Registration No. 201217895H) (Incorporated in the Republic of Singapore)

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NOTICE OF ANNUAL GENERAL MEETING

CPF Investors and SRS Investors who wish to appoint the Chairman of the AGM (and not third-party proxy(ies)) as proxy should approach their respective CPF Agent Banks or SRS Operators to submit their votes by 10.00 a.m. on 7 January 2026 , being seven (7) working days prior to the date of the AGM.

Please bring along your NRIC/passport so as to enable the Company to verify your identity. Members are requested to arrive early to facilitate the registration process.

1. A member who is not a Relevant Intermediary is entitled to appoint not more than two (2) proxies to attend, speak and vote on his/her/its behalf at the AGM. A member of the Company which is a corporation is entitled to appoint its authorised representative or proxy to vote on its behalf. A proxy need not be a member of the Company.

Where such member appoints two (2) proxies, the proportion of his shareholding to be represented by each proxy shall be specified. If no proportion is specified, the Company shall be entitled to treat the first named proxy as representing the entire number of shares entered against his name in the Depository Register and any second named proxy as an alternate to the first named.

1. A member who is a Relevant Intermediary is entitled to appoint more than two (2) proxies to attend, speak and vote at the AGM, but each proxy must be appointed to exercise the rights attached to a different share or shares held by such member. Where such member appoints more than two (2) proxies, the number and class of shares in relation to which each proxy has been appointed shall be specified in the form of proxy.

“Relevant intermediary” has the meaning ascribed to it in Section 181(6) of the Act.

• (a) a banking corporation licensed under the Banking Act 1970, or a wholly-owned subsidiary of such a banking corporation, whose business includes the provision of nominee services and who holds shares in that capacity;

• (b) a person holding a capital market services license to provide custodial services for securities under the Securities and Futures Act 2001 and who holds shares in that capacity; or

• (c) the Central Provident Fund (“ CPF ”) Board established by the Central Provident Fund Act 1953, in respect of shares purchased under the subsidiary legislation made under that Act providing for the making of investments from the contributions and interest standing to the credit of members of the CPF, if the Board holds those shares in the capacity of an intermediary pursuant to or in accordance with the subsidiary legislation.

• A member can appoint the Chairman of the AGM as his/her/its proxy but this is not mandatory .

If a member wishes to appoint the Chairman of the AGM as proxy, such member (whether individual or corporate) must give specific instructions as to voting for, voting against, or abstentions from voting on, each resolution in the instrument appointing the Chairman of the AGM as proxy. If no specific direction as to voting or abstentions from voting is given or in the event of any other matter arising at the AGM and at any adjournment thereof, the proxy(ies) will vote or abstain from voting at his/her/their discretion (except where the Chairman of the AGM is appointed as the member’s proxy, in which case the appointment of the Chairman of the AGM as the member’s proxy for the resolution will be treated as invalid).

2. The Proxy Form must be submitted to in the following manner:

3. (a) if submitted electronically, be submitted via email to the Company’s Share Registrar, Boardroom Corporate & Advisory Services Pte. Ltd. at srs.proxy@boardroomlimited.com ; or

4. (b) if submitted by post, be lodged at the Company’s Share Registrar, Boardroom Corporate & Advisory Services Pte. Ltd., 1 Harbourfront Avenue, Keppel Bay Tower #14-07, Singapore 098632

in either case, by 13 January 2026, 10.00 a.m. , being no later than seventy-two (72) hours before the time fixed for the AGM. A member who wishes to submit a Proxy Form must complete and sign the Proxy Form, before submitting it by post to the address provided above, or before sending it by email to the email address provided above.

The instrument appointing a proxy(ies) must be signed by the appointer or his/her attorney duly authorised in writing. Where the instrument appointing a proxy(ies) is executed by a corporation, it must be executed either under its common seal or signed on its behalf by an attorney or a duly authorised officer of the corporation. Where the instrument appointing a proxy(ies) is signed on behalf of the appointer by an attorney, the letter or power of attorney (or other authority) or a duly certified copy thereof must (failing previous registration with the Company) be lodged with the instrument of proxy, failing which the instrument may be treated as invalid.

The Company shall be entitled to reject the instrument of proxy if it is incomplete, improperly completed, illegible or where the true intentions of the appointer are not ascertainable from the instructions of the appointer specified in the instrument of proxy (such as in the case where the appointer submits more than one (1) instrument of proxy).

GDS GLOBAL LIMITED (Company Registration No. 201217895H) (Incorporated in the Republic of Singapore)

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NOTICE OF ANNUAL GENERAL MEETING

In the case of a member whose shares are entered against his/her name in the Depository Register (as defined in Section 81SF of the Securities and Futures Act 2001 of Singapore Statutes), the Company may reject any instrument of proxy lodged if such member, being the appointer, is not shown to have any shares entered against his/her name in the Depository Register as at seventy-two (72) hours before the time set for holding the AGM, as certified by The Central Depository (Pte) Limited to the Company.

1. Members may raise questions at the AGM or submit questions related to the resolutions to be tabled for approval at the AGM, in advance of the AGM. For members who would like to submit questions in advance of the AGM, they may do so by 7 January 2026, 10.00 a.m. :

(a) by email to srs.teamd@boardroomlimited.com or;

• (b) by post to the registered office of the Company’s Share Registrar, Boardroom Corporate & Advisory Services Pte. Ltd., 1 Harbourfront Avenue, Keppel Bay Tower #14-07, Singapore 098632

Members submitting questions are requested to state: (a) their full name; and (b) the member’s identification/ registration number, failing which the Company shall be entitled to regard the submission as invalid. The Company will publish its responses to the substantial and relevant questions submitted by members prior to the abovementioned deadline by 9 January 2026, 10.00 a.m. which is at least 48 hours before the closing date and time for lodgment of the proxy form.

1. For questions received after 7 January 2026, the Company will endeavour to address all substantial and relevant questions submitted by members prior to or during the AGM. Where substantially similar questions are received, the Company will consolidate such questions and consequently not all questions may be individually addressed. The Company will publish the responses to such questions together with the minutes of the AGM on SGXNet and the Company’s website at htps://www.gdsglobal.com.sg/investor-ir-home.html within one (1) month after the date of the AGM.

2. Members are reminded to check SGXNet for any latest updates on the status of the AGM.

PERSONAL DATA PRIVACY

Where a member of the Company submits an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the AGM and/or any adjournment thereof, a member of the Company (i) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents) for the purpose of the processing and administration by the Company (or its agents) of proxies and representatives appointed for the AGM (including any adjournment thereof) and the preparation and compilation of the attendance lists, proxy lists, minutes and other documents relating to the AGM (including any adjournment thereof), and in order for the Company (or its agents) to comply with any applicable laws, listing rules, regulations and/or guidelines (collectively, the “ Purposes ”); (ii) warrants that where the member discloses the personal data of the member’s proxy(ies) and/or representative(s) to the Company (or its agents), the member has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents) of the personal data of such proxy(ies) and/or representative(s) for the Purposes; and (iii) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member’s breach of warranty.

This notice has been reviewed by the Company’s Sponsor, SAC Capital Private Limited (the “Sponsor”). This notice has not been examined or approved by SGX-ST and the SGX-ST assumes no responsibility for the contents of this notice, including the correctness of any of the statements or opinions made, or reports contained in this notice.

The contact person for the Sponsor is Ms Audrey Mok (Tel: (65) 6232 3210) at 1 Robinson Road, #21-01 AIA Tower, Singapore 048542.