Shenzhen Dobot Corp Ltd — Proxy Solicitation & Information Statement 2025

Dec 12, 2025

DOBOT

SHENZHEN DOBOT CORP LTD

深圳市越疆科技股份有限公司

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

(Stock Code: 2432)

FORM OF PROXY FOR THE 2025 THIRD EXTRAORDINARY GENERAL MEETING

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

I/We (Note 2)

of

being the registered holder(s) of (Note 3) domestic shares/H Shares of RMB1.00 each in the share capital of SHENZHEN DOBOT CORP LTD (the "Company"), hereby appoint the Chairman of the meeting or (Note 4)

of

as my/our proxy(ies) to attend and act for me/us at the 2025 third extraordinary general meeting (the "EGM") of the Company to be held at 10:00 a.m. on Monday, 29 December, 2025 at Meeting Room, 24/F, Building 2, Chongwen Park, Nanshan Smart Park, No. 3370 Liuxian Avenue, Fuguang Community, Taoyuan Sub-district, Nanshan District, Shenzhen, the PRC or any adjournment thereof, for the purpose of considering and, if thought fit, passing the resolution as set out in the notice convening the EGM, and to vote for me/us and in my/our name(s) in respect of the resolution as indicated below, or if no such indication is given, as my/our proxy(ies) think(s) fit. Unless otherwise indicated, capitalised terms used herein shall have the same meanings as those defined in the circular of the Company dated 12 December 2025 (the "Circular").

SPECIAL RESOLUTION		FOR (Note 5)	AGAINST (Note 5)	ABSTAIN (Note 5)
1.	To consider and approve the abolition of the Board of Supervisors and the proposed amendments to the articles of association of the Company.
ORDINARY RESOLUTIONS		FOR (Note 5)	AGAINST (Note 5)	ABSTAIN (Note 5)
2.	To consider and approve the repeal of the Terms of Reference for Board of Supervisors.
ORDINARY RESOLUTIONS ADOPTING CUMULATIVE VOTING SYSTEM		VOTING (Note 12)
3.0	To consider and approve, by cumulative voting system, the election of directors of the second session of the Board (excluding employee representative director).
3.1	To consider and approve the election of Mr. Liu Peichao as an executive director of the Company.
3.2	To consider and approve the election of Mr. Wang Yong as an executive director of the Company.
3.3	To consider and approve the election of Mr. Jiang Yu as an executive director of the Company.
3.4	To consider and approve the election of Mr. Lang Xulin as a non-executive director of the Company.
4.0	To consider and approve, by cumulative voting system, the election of independent directors of the second session of the Board.
4.1	To consider and approve the election of Mr. Li Yibin as an independent non-executive director of the Company.
4.2	To consider and approve the election of Mr. Ng Jack Ho Wan as an independent non-executive director of the Company.
4.3	To consider and approve the election of Dr. Hou Lingling as an independent non-executive director of the Company.

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ORDINARY RESOLUTIONS		FOR (Note 5)	AGAINST (Note 5)	ABSTAIN (Note 5)
5.0	To consider and approve the proposal on formulating the remuneration plan for the second session of the Board.
5.1	To consider and approve the proposal on formulating the remuneration plan for the non-independent Directors.
5.2	To consider and approve the proposal on formulating the remuneration plan for the independent Directors.
6.0	To consider and approve the proposed amendments to the governance policies of the Company.
6.1	To consider and approve the proposed amendments to the Terms of Reference for General Meetings.
6.2	To consider and approve the proposed amendments to the Terms of Reference for Board meetings.
6.3	To consider and approve the proposed amendments to the Administrative Rules Governing Connected Transactions.
6.4	To consider and approve the proposed amendments to the System for the Administration of External Guarantees.
6.5	To consider and approve the proposed amendments to the Working System for Independent Non-Executive Directors.
6.6	To consider and approve the proposed amendments to the Information Disclosure Management Policy.

The full text of the above resolution is set out in the Circular and you are advised to read the Circular in full before appointing your proxy.

Signature(s) (Note 6): ____
Date: ____

Notes:

1. Please delete as appropriate and insert the number of shares of the Company registered in your name(s) to which this form of proxy relates. If a number is inserted, this form of proxy will be deemed to relate only to those shares. 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 more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.

2. Full name(s) (in Chinese or in English, as shown in the register of members of the Company) and address(es) must be inserted in BLOCK CAPITALS.

3. Please insert the number of Shares registered in your name(s) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all Shares registered in your name(s).

4. If any proxy other than the Chairman of the EGM 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. A Shareholder entitled to attend and vote at the EGM may appoint one or more proxies to attend and vote on his/her/its behalf. A proxy need not be a Shareholder of the Company but must attend the EGM in person to represent you. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

5. 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". Unless you have indicated otherwise in this form of proxy, your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the EGM other than those referred to in the notice convening the EGM.

6. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a legal person, must either be executed under its seal or under the hand of a legal representative or other attorney duly authorised to sign the same. If this form of proxy is signed by an attorney of the appointer, the power of attorney authorizing that attorney to sign or other authorisation document must be notarised.

7. In case of joint holders of any Share, any one of such joint holders may vote at the EGM, either personally or by proxy, in respect of such Shares as if he/she/it is solely entitled thereto. However, if more than one of such joint holders are present at the EGM, personally or by proxy, the vote of the joint holder whose name stands first on the register of members, whether in person or by proxy, will be accepted to the exclusion of the votes of other joint holder(s).

8. In order to be valid, this form of proxy together with the power of attorney or other authorisation document (if any) must be deposited with the H Share registrar of the Company not less than 24 hours before the time appointed for holding the EGM (i.e. no later than 10:00 a.m. on Sunday, 28 December 2025) or any adjournment thereof (as the case may be). Completion and return of the form of proxy will not preclude a Shareholder from attending and voting in person at the EGM should he/she/it so wish. The H Share registrar of the Company is Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong.

9. Shareholders or their proxies attending the EGM shall produce their identity documents.

10. Completion and return of the form of proxy will not preclude you from attending and voting in person at the EGM or any adjourned meeting thereof if you so wish. If you attend and vote at the EGM in person, the authority of your proxy will be deemed revoked.

11. All times refer to Hong Kong local time, except as otherwise stated.

12. Explanation of the voting method for electing non-independent directors and independent directors using the cumulative voting system

13. The election of non-independent director candidates, and the election of independent director candidates at the general meeting shall be numbered as resolution groups, respectively. Investors should vote for each candidate under each resolution group.

14. The number of declared shares represents the number of votes in the election. For each resolution group, for each share held by shareholders, the total number of votes equal to the number of directors to be elected under the resolution group. If a shareholder holds 100 shares of a listed company, 10 directors should be elected at the general meeting, and there are 12 director candidates, then the shareholder has 1,000 votes for the election resolution group of the Board.

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• Shareholders shall vote within the limit of the number of votes of each resolution group. Shareholders can vote according to their own wishes. They can vote for one candidate in a centralised manner, or they can vote for different candidates in any combination. After the voting is over, number of votes received will be calculated for each resolution, respectively.

Example:

A listed company held a general meeting and adopted the cumulative voting system to re-elect the board of directors. 5 directors should be elected from 6 director candidates and 2 independent non-executive directors should be elected from 3 independent non-executive director candidates, the matters requiring voting are as follows:

Cumulative voting resolution
4.00	Resolution in relation to the election of directors	Number of vote(s)
4.01	E.g. Chen ...
4.02	E.g. Zhao ...
4.03	E.g. Jiang ...
...	...
4.06	E.g. Song ...
5.00	Resolution in relation to the election of independent non-executive directors	Number of vote(s)
5.01	E.g. Zhang ...
5.02	E.g. Wang ...
5.03	E.g. Yang ...

An investor holds 100 shares of the company at the close of the equity registration day and adopts the cumulative voting system. He (she) has 500 voting rights in the resolution 4.00 "Resolution in relation to the election of directors" and 200 voting rights in resolution 5.00 "Resolution in relation to the election of independent non-executive directors".

The investor can vote on the resolution 4.00 according to his/her wishes with a limit of 500 votes. He (she) can vote for one candidate with 500 votes in a centralized manner, or can vote for any candidate according to any combination.

As shown in the table:

No.	Name of resolution	Number of vote(s)
4.00	Resolution in relation to the election of directors	-	-	-	-
4.01	E.g. Chen	500	100	100
4.02	E.g. Zhao	0	100	50
4.03	E.g. Jiang	0	100	200
...	...	...	...	...
4.06	E.g. Song	0	100	50

• For identification purposes only