Prosper Construction Holdings Limited — Proxy Solicitation & Information Statement 2025

Sep 16, 2025

瑞港建設控股有限公司
PROSPER CONSTRUCTION HOLDINGS LIMITED
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 6816)

Form of Proxy for the Extraordinary General Meeting to be held on Wednesday, 8 October 2025 (or any adjournment thereof)

I/We¹ (name) of
_ (address) being the registered holder(s) of
_ shares² of HK$0.01 each in the share capital of Prosper Construction Holdings Limited (the “Company”)
HEREBY APPOINT THE CHAIRMAN OF THE MEETING³ or _ (name) of
_ (address) as my/our proxy to vote and act for me/us at
the extraordinary general meeting (the “EGM”) of the Company to be held at Room 03-08, 24/F, Shui On Centre, 6-8 Harbour Road, Wanchai, Hong Kong on Wednesday, 8 October 2025 at 10:00 a.m. and at any adjournment thereof in respect of the resolution (with or without modification) as indicated below or, if no such indication given, as my/our proxy thinks fit.

ORDINARY RESOLUTION		FOR⁴	AGAINST⁵
1.	“THAT: (a) the entering into of the framework agreement dated 18 July 2025 between Shui Fung Trading Company Limited (瑞丰商贸有限公司) (“Shui Fung Trading”), and Shenzhen Defu Supply Chain Company Limited* (深圳市德孚供應鏈有限責任公司) (“Shenzhen Defu”) (the “New Products Sale and Purchase Framework Agreement”), pursuant to which Shui Fung Trading and/or its subsidiaries shall, in the course of its distribution of branded consumer electronic products business operation, purchase branded consumer electronic products from Shenzhen Defu and/or its subsidiaries during the three years ending 31 December 2027 (a copy of the New Products Sale and Purchase Framework Agreement marked “A” has been produced to the meeting and signed by the Chairman of the meeting for the purpose of identification), the transactions contemplated thereunder and the proposed annual caps be hereby approved, ratified and confirmed; and (b) any one director of the Company be and is hereby authorised to execute the New Products Sale and Purchase Framework Agreement and all such other documents and to do all such acts or things for and on behalf of the Company, and to make and agree such variations of a minor or non-material nature in or to the terms of the New Products Sale and Purchase Framework Agreement as he/she may consider appropriate or desirable relating to or in connection with the matters contemplated therein.”

• English translation of Chinese names for identification purposes only

Date: ____
Signed⁵: ____

Notes

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
2. Please insert the number of shares of HK$0.01 each in the share capital of the Company (“Shares”) registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all Shares registered in your name(s).
3. If any proxy other than the Chairman of the meeting is preferred, strike out “THE CHAIRMAN OF THE MEETING or” here inserted and insert the name and address of the proxy desired in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY.
4. IMPORTANT: If you wish to vote FOR a resolution, please put a “✓” in the box marked “FOR” beside that resolution. If you wish to vote AGAINST a resolution, please put a “✓” in the box marked “AGAINST” beside that resolution. Failure to complete the boxes will entitle your proxy to cast his vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the EGM other than those referred to in the notice convening the EGM.
5. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, this form of proxy must be executed under its common seal or under the hand of an officer or attorney duly authorised.
6. If more than one of the joint holders is present at the EGM in person or by proxy, that one of the joint holders so present whose name stands first in the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.
7. To be valid, this form of proxy, together with any power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company’s Branch 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 appointed for holding the EGM or any adjourned meeting.
8. Completion and return of this form of proxy will not preclude you from attending and voting in person at the EGM (or any adjournment thereof) (as the case may be) and, in such event, the form of proxy shall be deemed to be revoked. Any alterations made in this form should be initialled by the person who signs it.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of information on yourself and your proxy’s 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 EGM of the Company (the ‘Purposes’). We may transfer such information 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 information 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 the Company/Tricor Investor Services Limited at the above address.