Power Assets Holdings Limited — Proxy Solicitation & Information Statement 2026

Apr 8, 2026

C

Power Assets Holdings Ltd.

電能實業有限公司

Incorporated in Hong Kong with limited liability

Stock Code: 6

Proxy Form for General Meeting

I/We (1)

of (1)

being the registered holder(s) of (2) ________ ordinary shares in Power Assets Holdings Limited 電能實業有限公司 (the

"Company") hereby appoint (4) the Chairman of the meeting or

of

or (email address)

as my/our proxy to attend and vote for me/us and on my/our behalf at the General Meeting of the Company (the "Meeting") to be held as a hybrid meeting at the Grand Ballroom, 1st Floor, Harbour Grand Kowloon, 20 Tak Fung Street, Hung Hom, Kowloon, Hong Kong and online on Monday, 27 April 2026 at 3:00 p.m. (or; (i) as the directors of the Company may, in their absolute discretion in accordance with the Company's articles of association, change the place of the Meeting at the same time and on the same date by way of an announcement without the need to give a new notice of the Meeting; or (ii) in the event that a tropical cyclone warning signal no. 8 or above, a black rainstorm warning signal and/or "extreme conditions" as announced by the Hong Kong Government (the "Bad Weather Signal") is/are in force in Hong Kong at 9:00 a.m. on that day, at the same time and place on Tuesday, 28 April 2026) or any adjournment or postponement thereof on the undermentioned resolution as indicated:

ORDINARY RESOLUTION	FOR (5)	AGAINST (5)
To approve the connected and major transactions that are contemplated under, pursuant to or in connection with the Share Purchase Agreement, including, but not limited to, the disposal of PAH Sub's Sale Shares and PAH Sub's Shareholder Debt Instruments as part of the Disposal, and all actions taken or to be taken by the Company and/or its subsidiaries pursuant to or incidental to such transactions, as more particularly set out in the Notice of General Meeting.

I/We hereby acknowledge and confirm as follows:

1. I/we am/are duly authorised by my/our proxy to provide his/her personal information (including the email address) above;
2. (where an email address is provided) the Company and its agents are authorised to send the login details to access the Online Platform to my/our proxy through the email address provided above;
3. I/we have checked and ensured that all information provided in this form of proxy is accurate and complete. Neither the Company nor its agents assume any obligation or liability whatsoever in respect of the accuracy or completeness of the information provided, or in connection with the transmission of the login details or any use of the login details for voting or otherwise;
4. if I/we or my/our proxy cast my/our votes through the Online Platform, such votes are irrevocable once the voting session of the Meeting ends; and
5. if my/our proxy has not received the login details by email by 4:00 p.m. on Friday, 24 April 2026, I/we understand that I/we should reach out to the share registrar of the Company for assistance.

Dated this ____ day of ______ 2026

Signature(s) (6) ________

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Notes:

• Please insert your full name(s) and address(es) in BLOCK CAPITALS.
• Please insert the number of ordinary shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the ordinary shares of the Company registered in your name(s).
• The Meeting will be held as a hybrid meeting at the Grand Ballroom, 1st Floor, Harbour Grand Kowloon, 20 Tak Fung Street, Hung Hom, Kowloon, Hong Kong and online. In addition to physical attendance, Shareholders have the option to attend, participate and vote at the Meeting through online access by visiting the website at https://meetings.lumiconnect.com (the “Online Platform”). For further details, please refer to the Company’s circular dated 8 April 2026 (the “Circular”).
• You are entitled to appoint one or more proxies to attend and vote in your stead at the Meeting provided that each proxy is appointed to represent the respective number of ordinary shares held by you as specified in this proxy form. A proxy need not be a Shareholder. To allow your proxy to attend the Meeting through the Online Platform, please also insert his/her email address. The email address so provided will be used by the Company or its agents for sending the login details for attending and voting at the Meeting, so you and your proxy should ensure that the email address provided will be appropriately secure for this purpose. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY.
• IMPORTANT: If you wish to vote for the resolution in the Notice of General Meeting, please put a tick (✔) in the box under “FOR”. If you wish to vote against the resolution in the Notice of General Meeting, please put a tick (✔) in the box under “AGAINST”. If you wish to vote only part of the number of ordinary shares registered in your name(s) to which this proxy form relates, please state the exact number of ordinary shares in the relevant box. Failure to complete the box will entitle your proxy to abstain or cast vote on the resolution at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any other resolution properly put to the Meeting or abstain at his/her discretion.
• 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 under seal or under the hand of an officer or attorney duly authorised in that behalf. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
• In order to be valid, this proxy form, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be (i) returned to the Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong; (ii) deposited at the Company’s registered office at Unit 2005, 20th Floor, Cheung Kong Center, 2 Queen’s Road Central, Hong Kong; or (iii) returned electronically in a legible image to the Company by email at eproxy@powerassets.com as soon as possible and in any event no less than 48 hours before the time for holding the Meeting (or any adjournment or postponement thereof).
• In the case of joint holders of any ordinary share, any one of such persons may vote, either in person or by proxy in respect of such ordinary share, provided that if more than one of such joint holders attend the Meeting (or any adjournment or postponement thereof) in person or by proxy, the person whose name stands first in the register of shareholders shall alone be entitled to vote in respect thereof.
• Completion and return of this form of proxy will not preclude you from attending and voting at the Meeting (or at any adjournment or postponement thereof) if you subsequently so wish.
• If a Bad Weather Signal is in force in Hong Kong at 9:00 a.m. on Monday, 27 April 2026, the Meeting will be postponed and will be held at 3:00 p.m. on Tuesday, 28 April 2026 instead. You may call the Company at (852) 2122 9122 during business hours from 9:00 a.m. to 5:00 p.m. on Monday to Friday, excluding public holidays, or visit the website of the Company at https://www.powerassets.com for details of alternative meeting arrangements. The Meeting will be held as scheduled regardless of whether or not a tropical cyclone warning signal no. 3 or below or an amber or red rainstorm warning signal is in force in Hong Kong at any time on that day.
• Unless otherwise stated, capitalised terms used above shall have the meanings ascribed to them in the Circular.

PERSONAL INFORMATION COLLECTION STATEMENT

“Personal Data” in this proxy form has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Cap 486 (“PDPO”), which may include your and/or your proxy’s name and address.

Your and your proxy’s Personal Data provided in this proxy form will be used in connection with processing your request for the appointment of a proxy to attend, act and vote on your behalf as directed above at the Meeting. Your supply of your and your proxy’s Personal Data is on voluntary basis. However, the Company may not be able to process your request unless you provide us with such Personal Data.

Your and your proxy’s Personal Data will be disclosed or transferred to the Company’s Share Registrar and/or other companies or bodies for the purpose stated above, or when it is required to do so by law, for example, in response to a court order or a law enforcement agency’s request, and will be retained for such period as may be necessary for the Company’s verification and record purpose.

By providing your proxy’s Personal Data in this proxy form, you should have obtained the express consent (which has not been withdrawn in writing) from your proxy in using his/her Personal Data provided in this proxy form and that you have informed your proxy of the purpose for and the manner in which his/her data may be used.

You/your proxy have/has the right to request access to and/or correction of your/your proxy’s Personal Data respectively in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your/your proxy’s Personal Data should be in writing by mail to Hong Kong Privacy Officer, Computershare Hong Kong Investor Services Limited, 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong.