Plus Group Holdings Inc. — Proxy Solicitation & Information Statement 2026

Apr 28, 2026

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Plus Group Holdings Inc.

普樂師集團控股有限公司

(A company incorporated in the Cayman Islands with limited liability)

(Stock Code: 2486)

Form of Proxy for use at the Annual General Meeting to be held on Wednesday, 20 May 2026 (or any adjournment thereof)

Number of shares to which this proxy form relates (Note 1)

I/We (Note 2)

of

being the registered holder(s) of ___ shares (Note 3) of US$0.0002 each in the share capital of Plus Group Holdings Inc. (the "Company")

HEREBY APPOINT (Note 4) THE CHAIRMAN OF THE MEETING or ___ (name)

of ___ (address),

as my/our proxy to attend and vote on my/our behalf at the annual general meeting of the Company to be held on Wednesday, 20 May 2026 at 10: 30 a.m. at Room 201, 2/F, San House, 90 Connaught Road Central, Sheung Wan, Hong Kong and at any adjournment thereof. I/We direct that my/our vote(s) be cast on the specified resolutions as indicated by an “√” in the appropriate boxes. In absence of any indication, the proxy may vote for or against the resolution at his/her own discretion.

ORDINARY RESOLUTIONS		FOR (Note 5)	AGAINST (Note 5)
1.	To receive, consider and adopt the audited consolidated financial statements of the Company and its subsidiaries for the year ended 31 December 2025.
2.	To grant a general mandate to the directors of the Company (the “Directors”) to allot, issue and deal with additional shares of the Company.
3.	To grant a general mandate to the Directors to repurchase shares of the Company.
4.	To extend the general mandate granted to the Directors to issue shares of the Company by adding thereto the shares to be repurchased by the Company.
5.	To re-elect the following retiring Directors of the Company:
	(i) To re-elect Mr. Lau Man Tak as an independent non-executive Director; and
	(ii) To re-elect Mr. Ngan Wing Ho as an independent non-executive Director.
6.	To authorise the board of Directors (the “Board”) to fix the remuneration of the Directors.
7.	To re-appoint Rongcheng (Hong Kong) CPA Limited (formerly known as CL Partners CPA Limited) as auditor of the Company to hold office until the conclusion of the next annual general meeting of the Company and authorise the Board to fix its remuneration.
SPECIAL RESOLUTION		FOR (Note 5)	AGAINST (Note 5)
8.	To approve the proposed amendments to the existing amended and restated memorandum and articles of association of the Company and to adopt the second amended and restated memorandum and articles of association of the Company incorporating and consolidating all the Proposed Amendments, as the new memorandum and articles of association of the Company in substitution for, and to the exclusion of, the existing amended and restated memorandum and articles of association of the Company with immediate effect as at the date of passing of this resolution.

Dated this __ day of __ 2026

Signature (Note 6)

Notes:

1. If no number is inserted, this form of proxy will be deemed to be related to all the shares of the Company registered in your name.
2. Please insert full name(s) and address(es) in BLOCK CAPITALS as shown in the register of members of the Company.
3. Please insert the number of shares of the Company registered in your name(s).
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. Any shareholder of the Company entitled to attend and vote at the meeting is entitled to appoint one or more (if he/she/it holds more than one share) proxies to attend and vote instead of him/her; it. If more than one proxy is appointed, the appointment shall specify the number of shares in respect of which each such proxy (or proxies) is so appointed. A proxy need not be a shareholder of the Company. 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 INSTALLED BY THE PERSON WHO SIGNS IT.
5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK (√) IN THE RELEVANT BOX BELOW THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK (√) IN THE RELEVANT BOX BELOW THE BOX MARKED "AGAINST". Failure to tick a box will entitle your proxy (or proxies) to cast your vote at his/her discretion. Your proxy (or proxies) will also be entitled to vote at his/her discretion or to abstain on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.
6. 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.
7. Every shareholder of the Company present in person or by proxy or, being a corporation, is present by its duly authorised representative, shall have one vote for every fully paid share of which he/she/it is the holder.
8. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members of the Company.
9. 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 notarially certified copy thereof, must be delivered to the Company's share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time fixed for holding the annual general meeting or any adjournment thereof.
10. The proxy need not be a shareholder of the Company but must attend the meeting in person to represent you.
11. Completion and delivery of the form of proxy will not preclude you from attending and voting at the meeting if you so wish and in such event the form of proxy shall be deemed to be revoked.
12. Shareholders or their proxies attending the meeting shall produce their identity documents.
13. Reference to dates and time in this form of proxy are to Hong Kong dates and time.
14. The description of these resolutions is by way of summary only. The full text appears in the notice of the meeting of the Company dated 28 April 2026.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') names) 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 annual general 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 as 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 by mail to Tricor Investor Services Limited, 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong.