Hong Kong ZCloud Technology Construction Limited — Proxy Solicitation & Information Statement 2025

Jul 24, 2025

HONG KONG ZCLOUD TECHNOLOGY CONSTRUCTION LIMITED
香港智雲科技建設有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 9900)

Form of Proxy for use at the Extraordinary General Meeting (or at any adjournment thereof)

I/We (note 1) _________
of ________
being the registered holder(s) of __________
share(s) (note 2) of HK$0.01 each (the “Share(s)”) in the share capital of Hong Kong ZCloud Technology Construction Limited (the “Company”),
HEREBY APPOINT THE CHAIRMAN OF THE MEETING (note 4) or _________
of ___________
as my/our proxy/proxies to attend the extraordinary general meeting (and its adjourned meeting) of the Company (the “Meeting”) to be held at 3:00 p.m. on Friday, 15 August 2025 at 35/F, Dah Sing Financial Centre, 248 Queen’s Road East, Wanchai, Hong Kong for the purposes of considering and, if thought fit, passing the ordinary resolution as set out in the notice convening the Meeting and at such meeting (and its adjourned meeting) to vote for me/us in my/our name(s) in respect of the resolution as indicated below, or if no such indication is given, as my/our proxy/proxies think(s) fit and in respect of any other business that may properly come before the Meeting and/or at any adjournment thereof.

ORDINARY RESOLUTION		FOR (note 6)	AGAINST (note 6)
1.	To approve the Share Subdivision of every one (1) existing issued and unissued Share of par value of HK$0.01 each in the share capital of the Company into eight (8) Subdivided Shares of par value of HK$0.00125 in the share capital of the Company.*

• For the full text of the proposed resolution, please refer to the notice convening the extraordinary general meeting as contained in the Company's circular dated 25 July 2025.

Dated this __ day of __ 2025
Signature (note 7) _____________

Notes:

1. Full name(s) and address(es) must 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 registered in your name(s).
3. Any member of the Company (“Members”) entitled to attend and vote at the meeting is entitled to appoint another person as his/her/its proxy to attend and vote instead of him/her/it, and the proxy need not be a Member but must attend the meeting in person to represent the Member.
4. If any proxy other than the chairman of the Meeting is preferred, please strike out the words “THE CHAIRMAN OF THE MEETING OR” and insert the name and address of the proxy desired in the space provided. A Member who is the holder of two or more shares may appoint more than one proxy to attend and vote on his/her/its behalf at the meeting provided that if more than one proxy is so appointed, the appointment shall specify the number of Shares in respect of which each such proxy is so appointed. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
5. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION(S), PLEASE TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION(S), PLEASE TICK THE APPROPRIATE BOXES MARKED “AGAINST”. Failure to complete any or all the boxes will entitle your proxy to cast his/her/its votes at his/her/its discretion. Your proxy will also be entitled to vote at his/her/its discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.
6. All resolution(s) will be put to vote by way of poll at the meeting. Every Member present in person (in the case of a Member being a corporation, by its duly authorised representative) or by proxy shall have one vote for every fully paid Share of which he/she/it is the holder. A person entitled to more than one vote need not use all his/her votes or cast all the votes he/she uses in the same way and in such cases, please state the relevant number of Shares in the appropriate box(es) above.
7. 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 or other person duly authorised.
8. To be valid, this form of proxy together with the power of attorney (if any) 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 and transfer office in Hong Kong. Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not later than 48 hours before the time appointed for the holding of this meeting or the adjourned meeting (as the case may be).
9. 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/it were solely entitled thereto; but if more than one of such joint holders be present at the meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such Share(s) shall alone be entitled to vote in respect thereof.
10. Completion and delivery of the form of proxy will not preclude you from attending and voting in person at the meeting and, in such event, the instrument appointing the proxy shall be deemed to be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

(i) “Personal Data” in this statement has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (“PDPO”).
(ii) Your supply of Personal Data to the Company is on a voluntary basis. If you fail to provide sufficient information, the Company may not be able to process your appointment of proxy and other instructions.
(iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, its share registrar and branch share registrar in Hong Kong, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for our verification and record purposes.
(iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be in writing to the Personal Data Privacy Officer of Tricor Investor Services Limited (the address stated in note 8 above).