MMG Limited — Proxy Solicitation & Information Statement 2026

Apr 27, 2026

MMG

MMG LIMITED

五礦資源有限公司

(Incorporated in Hong Kong with limited liability)

(STOCK CODE: 1208)

FORM OF PROXY

FOR USE AT THE ANNUAL GENERAL MEETING (MEETING)

(OR ANY ADJOURNMENT THEREOF)

I/We (Note 1)

of

being the registered holder(s) of (Note 2) ___ shares

of MMG Limited (Company), HEREBY APPOINTED (Note 3) the chairman of the Meeting of the Company

or (Note 4)

of

as my/our proxy to attend and act for me/us at the Meeting of the Company (or any adjournment thereof) to be held at Studio 5, 7/F, W Hong Kong, 1 Austin Road West, Kowloon Station, Kowloon, Hong Kong on Thursday, 28 May 2026 at 10:30 a.m. for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the Meeting and at such Meeting (or any adjournment thereof) to vote on my/our behalf as indicated below, and if no such indication is given, as my/our proxy thinks fit.

Please indicate with a “√” in the box provided how you wish the proxy to vote on your behalf (Note 5).

ORDINARY RESOLUTIONS		FOR	AGAINST	ABSTAIN
1.	To receive and consider the audited financial statements and the reports of the directors and of the auditor of the Company for the year ended 31 December 2025.
2.	(a) To re-elect Mr CAO Liang as a director.
	(b) To re-elect Mr QIAN Song as a director.
	(c) To re-elect Mr YUE Wenjun as a director.
	(d) To re-elect Mr LEUNG Cheuk Yan as a director.
	(e) To re-elect Mr CHAN Ka Keung, Peter as a director.
3.	To authorise the board of directors of the Company to fix the remuneration of all the directors of the Company.
4.	To appoint Ernst & Young as the auditor of the Company and to authorise the board of directors of the Company to fix the remuneration of the auditor.
5.	To grant a general mandate to the board of directors of the Company to allot additional shares not exceeding 20% of the total number of issued shares of the Company.
6.	To grant a general mandate to the board of directors of the Company to repurchase shares of the Company not exceeding 10% of the total number of issued shares of the Company.
7.	Conditional on the passing of Resolutions no. 5 and no. 6 power be given to the board of directors of the Company to extend the general mandate on the issue of additional shares by the number of shares repurchased by the Company.
SPECIAL RESOLUTION		FOR	AGAINST	ABSTAIN
8.	To approve the amendments to the articles of association of the Company and the adoption of the reprinted new articles of association of the Company.

Signature (Note 6) ____
Date: ____ 2026

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
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 the shares of the Company registered in your name(s).
3. If any proxy other than the chairman of the Meeting is preferred, strike out the words "the chairman of the Meeting of the Company or" and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE SHAREHOLDER(S) WHO SIGN(S) IT.
4. A shareholder of the Company entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to attend and vote on his/her behalf. A proxy needs not be a shareholder of the Company but must attend the Meeting in person to represent you.
5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK IN THE APPROPRIATE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK IN THE APPROPRIATE BOX MARKED "AGAINST". IF YOU WISH TO ABSTAIN FROM VOTING ON A RESOLUTION, PLEASE TICK IN THE APPROPRIATE BOX MARKED "ABSTAIN". If you mark the Abstain box for a resolution, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority. If no direction is given for a resolution (i.e. failure to tick any box of a resolution), your proxy will be entitled to vote or abstain from voting on that resolution at his/her discretion. Your proxy will also be entitled to vote or abstain from voting at his/her discretion on any resolution properly put to the Meeting other than that referred to in the notice convening the Meeting.
6. This form of proxy must be signed by the shareholder(s) or his/her/their attorney duly authorised in writing or, in the case of a corporation, must either be executed under seal or under the hand of an officer or attorney or other person duly authorised.
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 notarially certified copy of such power or authority, must be deposited with the share registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible and in any event no later than 10.30 a.m. on Tuesday, 26 May 2026.
8. Where there are joint holders of any share, any one of such joint holders may vote at the Meeting or any adjournment thereof, either personally or by proxy, in respect of such share as if he or she were solely entitled thereto, but if more than one of such joint holders is 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 shall alone be entitled to vote in respect thereof.
9. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof and, in such event, this form of proxy shall be deemed to have been revoked.