KML Technology Group Limited — Proxy Solicitation & Information Statement 2025

Jul 10, 2025

KML Technology Group Limited

高胡科技集團有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 8065)

FORM OF PROXY FOR USE AT ANNUAL GENERAL MEETING

I/We (Note 1)

of (Note 1)

being the holder(s) of (Note 2) _________ shares of HK$0.01 each in the capital of KML Technology Group Limited

(the "Company") hereby appoint (Note 3)

of (Note 3)

or failing him/her, the chairman of the annual general meeting (the "AGM") as my/our proxy to attend and vote for me/us and on my/our behalf at the AGM to be held at 10:00 a.m. on Tuesday, 5 August 2025 at B5, 1/F Shatin Industrial Centre, Siu Lek Yuen Road, Shatin, New Territories, Hong Kong, and at any adjournment thereof for the purpose of considering and, if thought fit, passing with or without modification, the resolutions as set out in the notice of the AGM and to vote on my/our behalf as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit. My/our proxy will also be entitled to vote on any matters properly put to the AGM in such manner as he/she thinks fit.

Ordinary Resolutions		For (Note 4)	Against (Note 4)
1.	To receive and adopt the audited consolidated financial statements of the Company for the year ended 31 March 2025 and the reports of the directors and auditors thereon.
2.	To re-elect the following directors of the Company (the "Director(s)"):
	(A) Mr. Luk Kam Ming, as an executive Director;
	(B) Ms. Lee Kam Han, as an executive Director; and
	(C) Mr. Lau On Kwok, as an independent non-executive Director.
3.	To authorise the board of Directors to fix the remuneration of the Directors.
4.	To re-appoint Ernst & Young as auditors of the Company and to authorise the board of Directors to fix their remuneration for the year ending 31 March 2026.
5.	(A) To grant a general mandate to the Directors of the Company to allot, issue and/or otherwise deal with additional shares (including any sale or transfer of treasury shares out of treasury) not exceeding 20% of the total number of issued shares of the Company (excluding any treasury shares) as at the date of passing this resolution.
	(B) To grant a general mandate to the Directors of the Company to repurchase shares not exceeding 10% of the total number of issued shares of the Company (excluding any treasury shares) as at the date of passing this resolution.
	(C) Conditional upon the passing of the ordinary resolutions numbered 5 (A) and 5 (B), to extend the authority given to the Directors of the Company pursuant to ordinary resolution numbered 5(A) to issue shares by adding to the number of shares of the Company which may be allotted and issued by the Directors of the Company pursuant to such general mandate of an amount representing the number of shares repurchased under ordinary resolution numbered 5 (B).

Dated this __ day of __ 2025

Signature(s) (Notes 5 & 6)

Notes:

1. Full name(s) and address(es) shall be inserted in BLOCK CAPITALS. The name of all joint registered holders should be stated.
2. Please insert the number of shares registered in your name(s) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all shares in the capital of the Company registered in your name(s).
3. Full name(s) and address(es) shall be inserted in BLOCK CAPITALS. If not completed, the chairman of AGM will act as your proxy.
4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE BOX MARKED "For". IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE BOX MARKED "Against". Failure to tick a box will entitle your proxy to cast your vote 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. If the appointor is a corporation, this form must be under common seal or under the hand of an officer, attorney, or other person duly authorised on that behalf.
6. In the case of joint registered holders of any shares, the signature of any one holder will be sufficient but the names of all the joint holders should be stated. Where there are joint holders of any share of the Company, any one of such joint holders may vote at the meeting, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the meeting, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined as that one of the said persons so present whose name stands first on the register of shareholders in respect of such share shall alone be entitled to vote in respect thereof.
7. To be valid, this form of proxy must be completed, signed and deposited at the Hong Kong share registrar of the Company, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong, together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy thereof), not less than 48 hours before the time for holding the AGM or any adjournment thereof. The completion and return of the form of proxy shall not preclude shareholders of the Company from attending and voting in person at the above meeting (or any adjourned meeting thereof) if they so wish.
8. A proxy need not be a shareholder of the Company.
9. Treasury shares, if any and registered under the name of the Company, shall have no voting rights at the general meeting(s) of the Company. For the avoidance of doubt, solely from the perspective of the GEM Listing Rules, the Company shall, upon depositing any treasury shares in CCASS, abstain from voting at any of its general meeting(s) in relation to those shares.

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 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 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. You/your proxy (or proxies) has/have the right to request access to and/or correction of the relevant personal data in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing to Tricor Investor Services Limited for the attention of Privacy Compliance Officer at the above address.