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Rongta Technology (Xiamen) Group Co., Ltd. Proxy Solicitation & Information Statement 2025

Dec 15, 2025

51151_rns_2025-12-15_23ef35aa-143d-48d3-8506-7c3da77b4470.pdf

Proxy Solicitation & Information Statement

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K

RONGTA

Rongta Technology (Xiamen) Group Co., Ltd.

容大合眾(廈門)科技集團股份公司

(A joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 9881)

PROXY FORM FOR THE EXTRAORDINARY GENERAL MEETING

TO BE HELD ON TUESDAY, DECEMBER 30, 2025

I/We $^{(Note1)}$

of

(address as shown in the register of members) being the holder(s) of (Note 2)

H shares of RMB1.00 each of Rongta Technology (Xiamen) Group Co., Ltd. (the "Company") (the "Shareholder(s)"), hereby appoint the Chairman of the meeting

or (Note 3)

of

as my/our proxy(ies) to attend, act and vote for me/us and on my/our behalf at the first extraordinary general meeting of the Company (the "EGM") to be held at Conference Room, 10/F, Building No. 1, No. 88 Tonghui South Road, Tong'an District, Xiamen, Fujian, the PRC at 10:00 a.m. on Tuesday, December 30, 2025 or any adjournment thereof as hereunder indicated in respect of the resolutions set out in the notice of the EGM, and, if no such indication is given, as my/our proxy(ies) think(s) fit.

ORDINARY RESOLUTION CUMULATIVE VOTING (PLEASE INSERT THE NUMBER OF VOTES IN THE BOX)(Note 4)
1. To consider and approve the following candidates as the directors of the third session of the Board:
1.1 To re-elect Mr. Xu Kaiming as an executive director
1.2 To re-elect Ms. Lin Yanqin as an executive director
1.3 To elect Ms. Fu Jianfang as an executive director
1.4 To re-elect Dr. Lim Kim Huat as an independent non-executive director
1.5 To re-elect Dr. Huang Liqin as an independent non-executive director
1.6 To elect Dr. Lai Shaojuan as an independent non-executive director
SPECIAL RESOLUTIONS FOR(Note 5) AGAINST(Note 5) ABSTAIN(Note 5)
2. To consider and approve the amendments to the Articles of Association of the Company
3. To consider and approve the amendments to the Procedural Rules of the Shareholders' General Meeting of the Company
4. To consider and approve the amendments to the Procedural Rules of the Board of Directors of the Company
5. To consider and approve the abolishment of the Supervisory Committee of the Company
6. To consider and approve the abolishment of the Procedural Rules of the Supervisory Committee of the Company

Date: 2025

Signature(s) $^{(Note6)}$:

Notes:

  1. Please insert your full name(s) and address(es) as shown in the register of members for H Shares of the Company in BLOCK LETTERS.
  2. Please insert the number of shares registered in your name(s) to which this proxy form (the "Proxy Form") relates. If no number is inserted, this Proxy Form will be deemed to relate to all the shares in the Company registered in your name(s).
  3. If any proxy other than the Chairman of the meeting is preferred, please delete the words "the Chairman of the meeting or" and insert the name and address of the proxy desired in the space provided. A Shareholder may appoint one or more proxies to attend and vote on his/her behalf. A proxy needs not be a Shareholder. A proxy of a Shareholder who has appointed more than one proxy may only vote on a poll. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE DULY INSTALLED BY THE PERSON WHO HAS IT.
  4. The Company adopts the cumulative voting system for resolution 1 at the EGM. According to Article 87 of the articles of association of the Company, the accumulative voting system referred to herein means that, when the shareholders' general meeting elects directors or supervisors, each share has the same voting rights as the number of directors or supervisors to be elected, that is: the cumulative voting rights of each shareholder = the number of voting shares held by him + the number of directors or supervisors to be elected. When the shareholders' general meeting holds multiple rounds of elections, the cumulative voting rights of shareholders shall be recalculated based on the number of directors or supervisors elected in each round of elections. The voting rights held by shareholders can be concentrated on a certain candidate, or they can be equally or unequally cast for multiple candidates, but the sum of the votes cast separately shall not exceed the total cumulative voting rights, otherwise the vote will be invalid. The elected directors or supervisors are determined from high to low based on the number of votes they obtain, and the number of votes obtained by the elected directors or supervisors should exceed half of the number of voting shares held by shareholders attending the shareholders' meeting.

Please fill in the blanks entitled "Cumulative Voting" under Resolution no. 1 in accordance with the following instructions:

(1) For every share held by you, you will have the same number of voting rights which equals the number of directors of the Company to be elected in each resolution. For example, if you are holding 1 million shares of the Company, the aggregate number of votes which you will have in respect of Resolution no. 1 will be 6 million (i.e. 6 million shares x 6 = 6 million voting shares).
(2) You may cast all your votes on one candidate or cast any portion of your votes on different candidates in any combination. Please fill in the number of votes you wish to cast for certain candidate(s) in the "Cumulative Voting" column. For example, if you are holding 1 million shares, the number of your votes regarding Resolution no. 1 is 6 million. You may choose to cast the 6 million votes equally among the six candidates of directors; or to cast all your 6 million votes on one candidate of director; or cast 4 million votes to candidate A of director and 2 million votes to candidate B of director.
(3) Where the total number of votes cast by a shareholder for one or several of the candidate(s) of directors is in excess of the number of votes carried by the total number of shares held by him/her, the votes cast by the shareholder shall be invalid, and the shareholder shall be deemed to have waived his/her voting rights. Where the total number of votes cast for one or several candidate(s) of directors by a shareholder is less than the number of votes carried by the total number of shares held by each shareholder, the votes cast by the shareholder shall be valid, and the voting rights attached to the shortfall between the votes actually cast and the votes which the shareholder is entitled to cast shall be deemed to have been waived by the shareholder.

  1. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK IN THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK IN THE BOX MARKED "AGAINST". IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK IN THE BOX MARKED "ABSTAIN". The shares 'abstained' from voting will be counted in the calculation of the required majority. Where there are ballots on which the words are not filled in, wrongly filled in or uninelligible or the ballots that are not voted, the voters shall be regarded as having relinquished their voting rights and the voting results of their shares shall be regarded as "abstention". If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his/her discretion. Unless you have indicated otherwise in this Proxy Form, your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the EGM.

This Proxy Form must be in writing under the hand of the Shareholder or his/her attorney duly authorized in writing. For a corporate Shareholder, this Proxy Form must be affixed with the common seal or signed by its director or attorney duly authorized or other persons in charge. In case of joint Shareholders, the vote of the senior joint Shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint Shareholder(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 in respect of the joint shareholding.

  1. This Proxy Form 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 Tricor Investor Services Limited at 17/F, Far East Finance Centre 16 Harcourt Road, Hong Kong as soon as practicable but in any event not less than 24 hours before the time appointed for holding the EGM (i.e. not later than 10:00 a.m. on Monday, December 29, 2025), or any adjourned meeting thereof (as the case may be).

  2. You are reminded that completion and return of this Proxy Form will not preclude you from attending and voting in person at the EGM or any adjournment thereof if you so wish.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') names and addresses(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 meeting of the Company (the "Purpose"). We may transfer your and your proxy's (or proxies') names and addresses to our agent, contractor, or third party service provider who provides administrative, computer and services to us and to 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 addresses 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 at the above address.