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Qunabox Group Limited — Proxy Solicitation & Information Statement 2026
Apr 27, 2026
49562_rns_2026-04-27_21a2db4f-d3c0-46c2-8a32-3445869c8336.pdf
Proxy Solicitation & Information Statement
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Qunabox Group Limited
趣致集團
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 0917)
FORM OF PROXY FOR USE AT THE ANNUAL GENERAL MEETING TO BE HELD ON FRIDAY, MAY 22, 2026
I/We $^{(Note1)}$
of $^{(Note 3)}$
being the registered holder(s) of $^{(Note 2)}$ shares of US$0.00001 each in the capital of Qunabox Group Limited
(趣致集團) (the "Company"), HEREBY APPOINT $^{(Note 3)}$ the chairman of the meeting or
of $^{(Note 4)}$
as my/our proxy to attend and vote for me/us and on my/our behalf at the annual general meeting of the Company (the "Meeting") to be held at the conference room, 17/F, Wentong International Plaza, 398 Guiyang Road, Yangpu District, Shanghai, the PRC on Friday, May 22, 2026 at 10:00 a.m. or at any adjournment thereof (as the case may be) for the purpose of considering and, if thought fit, passing the following resolutions as set out in the notice convening the Meeting and at the Meeting or at any adjournment thereof (as the case may be) to vote for me/us in my/our name(s) in respect of the said resolutions as hereunder indicated or, if no such indication is given, as my/our proxy thinks fit.
| ORDINARY RESOLUTIONS | FOR $^{(Note 4)}$ | AGAINST $^{(Note 4)}$ | |
|---|---|---|---|
| 1. | To receive and adopt the audited consolidated financial statements of the Company and its subsidiaries for the year ended December 31, 2025 and the reports of the directors and auditor thereon. | ||
| 2. | (a) To re-elect the following retiring directors of the Company (the "Director(s)": | ||
| (i) To re-elect Mr. HUANG Aihua as an executive Director; | |||
| (ii) To re-elect Mr. DAI Jianchun as a non-executive Director; and | |||
| (iii) To re-elect Dr. YANG Bo as an independent non-executive Director. | |||
| (b) To appoint Mr. QIAN Jun as an executive Director. | |||
| (c) To authorize the board of Directors (the "Board") to fix the remuneration of the Directors. | |||
| 3. | To appoint Zhonghui Anda CPA Limited as the auditor of the Company and authorize the Board to fix its remuneration. | ||
| 4. | (A) To grant a general mandate to the Directors to allot, issue and/or otherwise deal with additional shares (including any sale or transfer of treasury shares out of treasury) not exceeding 20% of the total number of issued shares of the Company (excluding any treasury shares). | ||
| (B) To grant a general mandate to the Directors to repurchase shares not exceeding 10% of the total number of issued shares of the Company (excluding any treasury shares). | |||
| (C) To extend, conditional upon the passing of ordinary resolutions numbered 4(A) and 4(B), the general mandate to the Directors to issue the Company's new shares pursuant to ordinary resolution numbered 4(A) by adding the number of shares repurchased under ordinary resolution numbered 4(B). | |||
| SPECIAL RESOLUTION | FOR $^{(Note 4)}$ | AGAINST $^{(Note 4)}$ | |
| 5. | To consider and approve the resolution as a special resolution that the proposed amendments to the existing fourth amended and restated memorandum and articles of association of the Company (the "Proposed Amendments"), the details of which are set out in Appendix III to the circular of the Company dated April 27, 2026 be and are hereby approved, the fifth amended and restated memorandum and articles of association of the Company (the "New Articles of Association"), incorporating and consolidating all the Proposed Amendments (a printed copy of which being tabled before the meeting and initialed by the chairman of the meeting for the purposes of identification) be and are hereby adopted, confirmed and approved in substitution for and to the exclusion of the existing fourth amended and restated memorandum and articles of association of the Company; and any one Director or registered office provider of the Company be and is hereby authorised to do all things necessary to effect and record the adoption of the New Articles of Association. |
Signature(s) $^{(Note 5)}$:
Date:
Notes:
- Full name(s) and address(es) shall be inserted in BLOCK CAPITALS. The name of all joint registered holders should be stated. A member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy or more than one proxy (for member holding two or more shares of the Company) to attend and, on a poll, vote in his/her/its stead. A proxy need not be a member of the Company.
- Please insert the number of shares of the Company registered in your name(s) to which the 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 any proxy other than the chairman of the Meeting is preferred, strike out the words "the chairman of the meeting or" and insert the name and address of the proxy desired in the space provided. The proxy need not be a member of the Company but must attend the Meeting in person to represent you. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALED BY THE PERSON WHO SIGNS IT.
- IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PUT A TICK IN THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PUT A TICK IN THE BOX MARKED "AGAINST". Failure to do so will entitle your proxy to vote or abstain as he/she thinks fit. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.
- This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either under its common seal or under the hand of an officer duly authorized.
- In the case of joint holders of shares in the Company, the vote of a senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the 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.
- To be valid, this form of proxy, together with any power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof must be deposited at the Company's branch under director in Hong Kong, Comprehensive Hong Kong Investor Services Limited, at 17M Place, Hopewell Centre, 183 Queen's Road East, Wai-Chai, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for the holding of the Meeting (i.e. at or before 10:00 a.m. on Wednesday, May 20, 2026) or any adjournment thereof.
- Completion and return of this form of proxy will not preclude you from attending and voting at the Meeting or any adjournment thereof if you so wish, and in such case, this form of proxy shall be deemed to be revoked.
- Unless the context otherwise requires, capitalised terms used herein shall have the same meaning as those defined in the circular of the Company dated April 27, 2026.
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 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 us for use in connection with the Purposes and in such parties who are authorized 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 (Cap. 486 of the Laws of Hong Kong) and any such request should be in writing by mail to the Company/Computershare Hong Kong Investor Services Limited at the above address.