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MiniMax Group Inc. — Proxy Solicitation & Information Statement 2026
May 19, 2026
48945_rns_2026-05-19_5b09db13-abea-4832-93ad-326362a53089.pdf
Proxy Solicitation & Information Statement
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MINIMAX
MiniMax Group Inc.
(A company controlled through weighted voting rights and incorporated in the Cayman Islands with limited liability)
(Stock code: 0100)
FORM OF PROXY FOR THE ANNUAL GENERAL MEETING TO BE HELD ON THURSDAY, 11 JUNE 2026
| Number of shares to which this form of proxy relates(Note 1) | Class A Shares |
|---|---|
| Class B Shares |
I/We(Note 2)
of
being the registered holder(s) of
Class A Shares/Class B Shares (Note 3) in the issued share capital of MiniMax Group Inc. (the "Company") hereby appoint the Chairman of the meeting (Note 4) or
of (email address) 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 to be held by way of online meeting on Thursday, 11 June 2026 at 2:00 p.m. (and at any adjournment thereof).
Please tick $(^{}\checkmark^{})$ the appropriate boxes to indicate how you wish your vote(s) to be cast (Note 5).
| ORDINARY RESOLUTIONS(Note 6) | FOR | AGAINST | |
|---|---|---|---|
| 1. | To receive the audited consolidated financial statements and the reports of the directors and auditors for the year ended 31 December 2025. | ||
| 2. | To re-elect Dr. Yan Junjie as an executive Director. | ||
| 3. | To re-elect Ms. Yun Yeyi as an executive Director. | ||
| 4. | To re-elect Mr. Zhao Pengyu as an executive Director. | ||
| 5. | To re-elect Mr. Zhou Yucong as an executive Director. | ||
| 6. | To re-elect Mr. Liu Wei as a non-executive Director. | ||
| 7. | To re-elect Mr. Huang Guobin as an independent non-executive Director. | ||
| 8. | To re-elect Dr. Wang Pengcheng as an independent non-executive Director. | ||
| 9. | To re-elect Dr. Zhu Huaxing as an independent non-executive Director. | ||
| 10. | To authorize the board of directors to fix the respective directors' remuneration. | ||
| 11. | To re-appoint Ernst & Young as auditors and to authorize the board of directors to fix their remuneration. | ||
| 12. | To grant a general mandate to the directors to repurchase shares of the Company not exceeding 10% of the total number of issued shares (excluding any treasury shares) of the Company as at the date of passing of this resolution. | ||
| 13. | To grant a general mandate to the directors to issue, allot and deal with additional Class A Ordinary shares and sell or transfer treasury shares of the Company not exceeding 20% of the total number of issued shares (excluding any treasury shares) of the Company as at the date of passing of this resolution. | ||
| 14. | To extend the general mandate granted to the directors to issue, allot and deal with additional Class A Ordinary shares in the capital of the Company by the total number of the shares repurchased by the Company. |
Date: 2026
Signature(s) (Note 7)
Notes:
- Please delete as appropriate and 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.
- Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
- Please insert the number of shares of the Company registered in your name(s) and delete as appropriate.
- 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 of the Company entitled to attend and vote at the AGM is entitled to appoint any number of proxies to attend and vote instead of him. A proxy need not be a shareholder of the Company.
- IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK $(^{}\checkmark)$ THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK $(^{}\checkmark)$ THE BOX MARKED "AGAINST". If no direction is given, your proxy will vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.
- The description of the resolutions is by way of summary only. The full text appears in the notice of the AGM.
- This form of proxy must be signed by you or your attorney duly authorized 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 authorized. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
- In the case of joint holders of any share(s), only one pair of log-in username and password will be provided to the joint holders. Any one of such joint holders may attend or vote in respect of such share(s) as if he/she/it was solely entitled thereto.
- 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 share registrar, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, 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 2:00 p.m. on Tuesday, 9 June 2026 (Hong Kong time).
- Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM if you so wish.
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 to the Company's share registrar in Hong Kong, Tricor Investor Services Limited at the above address.