SIM Technology Group Limited — Proxy Solicitation & Information Statement 2026

Apr 23, 2026

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action you should take, you should consult a stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in SIM Technology Group Limited, you should at once hand or forward this circular, together with the related form of proxy to the purchaser or the transferee or to the bank, a licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, makes no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

SIM Technology

SIM TECHNOLOGY GROUP LIMITED

晨訊科技集團有限公司*

(Incorporated in Bermuda with limited liability)

(Stock Code: 2000)

PROPOSED GRANT OF GENERAL MANDATES

TO ISSUE AND TO REPURCHASE SHARES;

PROPOSED RE-ELECTION OF DIRECTORS;

AND

NOTICE OF ANNUAL GENERAL MEETING

The notice convening the annual general meeting of SIM Technology Group Limited to be held at 24th Floor, Tower 1, Admiralty Centre, 18 Harcourt Road, Admiralty, Hong Kong on Friday, 5 June 2026 at 10:00 a.m. is set out on pages AGM-1 to AGM-5 of this circular. Whether or not you are able to attend the annual general meeting in person, you are requested to complete the form of proxy for the annual general meeting in accordance with the instructions printed thereon and return it to the Company's registered office in Hong Kong at Unit 1206, 12th Floor, Billion Trade Centre, 31 Hung To Road, Kwun Tong, Hong Kong by 10:00 a.m., on Wednesday, 3 June 2026 or not less than 48 hours before the time appointed for holding any adjourned meeting. Completion and return of the form of proxy shall not preclude you from attending and voting in person at the annual general meeting (or any adjournment thereof) should you so wish, and in such event, the form of proxy previously submitted shall be deemed to be revoked.

• For identification purposes only

24 April 2026

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CONTENTS

Page

Definitions 1

Letter from the Board

(I) Introduction 3
(II) Proposed grant of general mandates to issue and to repurchase Shares . . . 4
(III) Proposed re-election of Directors 4
(IV) Annual General Meeting 5
(V) Closure of register of members 6
(VI) Recommendation 6
(VII) Responsibility statement. 6

Appendix I - Explanatory statement on repurchase of Shares 7

Appendix II - Brief biographical background of Directors to be re-elected. 11

Notice of Annual General Meeting. AGM-1

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DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions have the following meanings:

"Annual General Meeting"
the annual general meeting of the Company convened to be held at 10:00 a.m. on Friday, 5 June 2026 at 24th Floor, Tower 1, Admiralty Centre, 18 Harcourt Road, Admiralty, Hong Kong and any adjournment thereof (if any), the notice of which is set out on pages AGM-1 to AGM-5 of this circular

"Board"
the board of Directors

"Bye-laws"
the bye-laws of the Company, as amended from time to time

"CCASS"
the Central Clearing and Settlement System established and operated by HKSCC

"close associate(s)"
has the meaning ascribed to it under the Listing Rules

"Company"
SIM Technology Group Limited, a company incorporated in Bermuda with limited liability and the Shares of which are listed on the Main Board of the Stock Exchange

"core connected person(s)"
has the meaning ascribed to it under the Listing Rules

"Director(s)"
director(s) of the Company

"Extension Mandate"
a general and unconditional mandate proposed to be granted to the Directors to the effect that any Shares repurchased under the Repurchase Mandate will be added to the total number of Shares which may be allotted, issued and dealt with under the Issue Mandate

"Group"
the Company and its subsidiaries from time to time and "member(s) of the Group" shall be construed accordingly

"HKSCC"
Hong Kong Securities Clearing Company Limited

"Hong Kong"
the Hong Kong Special Administrative Region of the PRC

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DEFINITIONS

"Issue Mandate"
a general and unconditional mandate proposed to be granted to the Directors at the Annual General Meeting to exercise all the powers of the Company to allot, issue and deal with Shares (including any sale or transfer of treasury shares listed on the Stock Exchange, if any) with an aggregate amount not exceeding 20% of the number of issued Shares (excluding treasury shares, if any) as at the date of the passing of the resolution granting such mandate

"Latest Practicable Date"
17 April 2026, being the latest practicable date prior to the printing of this circular for ascertaining certain information contained herein

"Listing Rules"
the Rules Governing the Listing of Securities on the Stock Exchange

"PRC"
the People's Republic of China which for the purpose of this circular, excludes Hong Kong, the Macau Special Administrative Region of the People's Republic of China and Taiwan

"Repurchase Mandate"
the general and unconditional mandate proposed to be granted to the Directors at the Annual General Meeting to exercise all the powers of the Company to repurchase Shares on the Stock Exchange with an aggregate amount up to 10% of the number of issued Shares (excluding treasury shares, if any) as at the date of the passing of the resolution granting such mandate

"SFO"
Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong)

"Share(s)"
share(s) of HK$0.10 each in the share capital of the Company

"Shareholder(s)"
holder(s) of the issued Share(s)

"Stock Exchange"
The Stock Exchange of Hong Kong Limited

"treasury shares"
has the meaning ascribed to it under the Listing Rules

"HK$"
Hong Kong dollars, the lawful currency of Hong Kong

"RMB"
Renminbi, the lawful currency of the PRC

"%"
per cent.

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LETTER FROM THE BOARD

SIM Technology

SIM TECHNOLOGY GROUP LIMITED

農訊科技集團有限公司*

(Incorporated in Bermuda with limited liability)

(Stock Code: 2000)

Executive Directors:
Mr. Wong Cho Tung (Chairman)
Ms. Yeung Man Ying
Mr. Zhu Wenhui
Mr. Zhu Qi

Non-executive Director:
Mr. Wong Hei, Simon

Independent non-executive Directors:
Ms. Lai Ka Fung May
Mr. Li Minbo
Mr. Yang Wentao

Bermuda registered office:
Clarendon House
2 Church Street
Hamilton HM 11
Bermuda

Hong Kong registered office:
Unit 1206, 12th Floor
Billion Trade Centre
31 Hung To Road
Kwun Tong
Hong Kong

24 April 2026

To the Shareholder

Dear Sir or Madam,

PROPOSED GRANT OF GENERAL MANDATES

TO ISSUE AND TO REPURCHASE SHARES;
AND
PROPOSED RE-ELECTION OF DIRECTORS

(I) INTRODUCTION

The purpose of this circular is to provide you with information regarding the resolutions to be proposed at the Annual General Meeting to be held at 10:00 a.m. on Friday, 5 June 2026 at 24th Floor, Tower 1, Admiralty Centre, 18 Harcourt Road, Admiralty, Hong Kong, the notice of which ("Notice of the Annual General Meeting") is set out on pages AGM-1 to AGM-5 of this circular. These proposed resolutions include, among others, the ordinary resolutions to (i) grant the Directors general mandates to allot, issue and deal with Shares and repurchase issued Shares and, subject to the passing of the resolutions approving the grant of the aforesaid general mandates, to extend the general mandate to

• For identification purposes only

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LETTER FROM THE BOARD

allot, issue and deal with additional Shares by an amount not exceeding the number of Shares purchased by the Company under the authority to repurchase; and (ii) re-elect the Directors who are due to retire at the Annual General Meeting.

(II) PROPOSED GRANT OF GENERAL MANDATES TO ISSUE AND TO REPURCHASE SHARES

At the Annual General Meeting, an ordinary resolution will be proposed to grant the Issue Mandate to the Directors to allot, issue and deal with the Shares (including any sale or transfer of treasury shares listed on the Stock Exchange, if any) of not exceeding 20% of the number of the issued Shares (excluding treasury shares, if any) as at the date of passing of the relevant resolution. At the Annual General Meeting, an ordinary resolution will also be proposed to grant the Repurchase Mandate to the Directors to repurchase Shares not exceeding 10% of the number of issued Shares (excluding treasury shares, if any) as at the date of passing of such resolution.

Subject to the passing of the ordinary resolutions to approve the Issue Mandate and the Repurchase Mandate at the Annual General Meeting, an ordinary resolution regarding the Extension Mandate will also be proposed at the Annual General Meeting providing that any Shares repurchased under the Repurchase Mandate will be added to the total number of Shares which may be allotted, issued and dealt with under the Issue Mandate.

An explanatory statement as required under the Listing Rules giving information regarding the Repurchase Mandate is set out in Appendix I to this circular.

(III) PROPOSED RE-ELECTION OF DIRECTORS

In accordance with bye-law 87 of the Bye-laws, at the Annual General Meeting, each of Ms. Yeung Man Ying (an executive Director), Mr. Zhu Wenhui (an executive Director) and Mr. Zhu Qi (an executive Director) will retire from office by rotation and, being eligible, has offered herself/himself for re-election at the Annual General Meeting.

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LETTER FROM THE BOARD

The nomination committee of the Board ("Nomination Committee") has considered the nomination of Ms. Yeung Man Ying, Mr. Zhu Wenhui and Mr. Zhu Qi for re-election at the Annual General Meeting in accordance with the Company's needs, nomination policy and board diversity policy, taking into account a number of considerations (including, but not limited to, their respective perspectives, skills, knowledge and experience). The Nomination Committee recommends Ms. Yeung Man Ying, Mr. Zhu Wenhui and Mr. Zhu Qi to stand for re-election at the Annual General Meeting.

The Board, having considered the recommendation of the Nomination Committee, believes that the invaluable knowledge and experience of the aforesaid Directors continue to be of significant benefit to the Company and that the aforesaid Directors will be able to continue to fulfil their roles as required, and thus accepts the nomination by the Nomination Committee and recommends all of them to stand for re-election at the Annual General Meeting.

Details of the Directors who are proposed to be re-elected at the Annual General Meeting are set out in Appendix II to this circular.

(IV) ANNUAL GENERAL MEETING

Pursuant to Rule 13.39(4) of the Listing Rules, any vote of shareholders at a general meeting must be taken by poll. Therefore, all the resolutions put to vote at the Annual General Meeting will be taken by way of poll. The chairman of the Annual General Meeting will explain the procedures for conducting a poll at the commencement of the Annual General Meeting. To the best of the Directors' knowledge, information and belief, none of the Shareholders is required to abstain from voting on the resolutions to be proposed at the Annual General Meeting.

After the conclusion of the Annual General Meeting, the poll results will be published on the website of the Stock Exchange at www.hkexnews.hk and the website of the Company at www.sim.com.

The Notice of the Annual General Meeting to be held at 24th Floor, Tower 1, Admiralty Centre, 18 Harcourt Road, Admiralty, Hong Kong on Friday, 5 June 2026 at 10:00 a.m. is set out on pages AGM-1 to AGM-5 of this circular. Whether or not you are able to attend the Annual General Meeting in person, you are requested to complete the form of proxy for the Annual General Meeting in accordance with the instructions printed thereon and return it to the Company's registered office in Hong Kong at Unit 1206, 12th Floor, Billion Trade Centre, 31 Hung To Road, Kwun Tong, Hong Kong by 10:00 a.m., on Wednesday, 3 June 2026 or not less than 48 hours before the time appointed for holding any adjourned Annual General Meeting. Completion and return of the form of proxy shall not preclude you from attending and voting in person at the Annual General Meeting or (any adjournment thereof) should you so wish, and in such event, the proxy form previously submitted shall be deemed to be revoked.

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LETTER FROM THE BOARD

(V) CLOSURE OF REGISTER OF MEMBERS

For determining Shareholders’ right to attend and vote at the Annual General Meeting:

Closure dates of register of Shareholders
(both days inclusive) ………………………………………… 2 June 2026 (Tuesday)
to 5 June 2026 (Friday)

Latest time to lodge transfers …………………………… 4:30 p.m. on 1 June 2026 (Monday)

Record date ………………………………………………… 5 June 2026 (Friday)

Annual General Meeting ……………………………………… 5 June 2026 (Friday)

During the period of the closure of register of Shareholders, no share transfers will be registered. For registration, all transfer documents accompanied by the relevant share certificates, must be lodged with the Company’s branch share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited, Shops 1712-16, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong before the relevant latest time to lodge transfers.

(VI) RECOMMENDATION

The Directors believe that all the ordinary resolutions in respect of, among others, the granting of the Issue Mandate, the Repurchase Mandate, the Extension Mandate and the re-election of Directors, as set out in the Notice of the Annual General Meeting, are in the best interests of the Company and the Shareholders as a whole. Accordingly, the Directors recommend you to vote in favour of all the ordinary resolutions to be proposed at the Annual General Meeting.

(VII) RESPONSIBILITY STATEMENT

This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief, the information contained in this circular is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this circular misleading.

Yours faithfully,
For and on behalf of the Board
SIM Technology Group Limited
Wong Cho Tung
Chairman

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APPENDIX I EXPLANATORY STATEMENT ON REPURCHASE OF SHARES

The following is the explanatory statement required to be sent to the Shareholders under Rule 10.06(1)(b) of the Listing Rules to provide requisite information for the Shareholders to make an informed decision whether to vote for or against the resolution to approve the Repurchase Mandate. The Company confirms that neither the explanatory statement in this Appendix I nor the proposed repurchases has any unusual features.

1. Share capital

As at the Latest Practicable Date, the issued share capital of the Company comprised 2,119,047,300 Shares. Subject to the approval of the Repurchase Mandate and on the basis that no further Shares are issued or repurchased prior to the passing of the relevant resolution at the Annual General Meeting, the Company will be allowed under the Repurchase Mandate to repurchase a maximum of 211,904,730 Shares.

The Company may cancel Shares repurchased or hold Shares repurchased as treasury shares, subject to market conditions and the capital management needs of the Group at the relevant time of the repurchase(s).

For the treasury shares to be deposited with CCASS pending resale on the Stock Exchange, the Company shall:

(i) procure its broker not to give any instructions to HKSCC to vote at general meetings of the Company for the treasury shares deposited with CCASS;

(ii) in the case of dividends or distributions, withdraw the treasury shares from CCASS, and either re-register them in its own name as treasury shares or cancel them, in each case before the record date for the dividends or distributions; and

(iii) take any other appropriate measures to ensure that it will not exercise any Shareholders' rights or receive any entitlements which would otherwise be suspended under the applicable laws if those Shares were registered in its own name as treasury shares.

1. Reasons for repurchases

The Directors believe that the Repurchase Mandate is in the best interests of the Company and the Shareholders as a whole. Such repurchase may, depending on market conditions and funding arrangements at the time of repurchase, lead to an enhancement of the net asset value and/or earnings per Share and will only be made when the Directors believe that such repurchase will benefit the Company and the Shareholders as a whole.

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APPENDIX I EXPLANATORY STATEMENT ON REPURCHASE OF SHARES

3. Funding of repurchases

In repurchasing Shares, the Company may only apply funds legally available for such purpose in accordance with its memorandum of association and Bye-laws and the applicable laws of Bermuda. A listed company may not repurchase its own shares on the Main Board of the Stock Exchange for a consideration other than cash or for settlement otherwise than in accordance with the trading rules of the Stock Exchange. Bermuda law provides that the amount to be paid in connection with a Share repurchase may only be paid out of the capital paid up on the relevant purchased Shares or out of the funds of the Company which would otherwise be available for dividend or distribution or out of the proceeds of a fresh issue of Shares made for the purpose. The amount of premium payable on a repurchase may only be paid out of either the funds of the Company that would otherwise be available for dividend or distribution or out of the share premium account of the Company. It is envisaged that the funds required for any repurchase under the Repurchase Mandate would be derived from such sources.

There might be a material adverse impact on the working capital or gearing position of the Company as compared with the position disclosed in the audited accounts of the Company for the year ended 31 December 2025 in the event that the repurchase of Shares under the Repurchase Mandate were to be carried out in full at any time during the proposed repurchase period. However, the Directors do not propose to exercise the Repurchase Mandate to such extent as would, in the circumstances, have a material adverse effect on the working capital requirements of the Company or the gearing levels which in the opinion of the Directors are from time to time appropriate for the Company.

4. Share prices

The highest and lowest prices at which the Shares have been traded on the Stock Exchange during each of the twelve months preceding the Latest Practicable Date were as follows:

Month	Price per share
	Highest HK$	Lowest HK$
2025
April	0.355	0.330
May	0.360	0.300
June	0.355	0.290
July	0.320	0.260
August	0.320	0.290
September	0.350	0.300
October	0.370	0.290
November	0.410	0.355
December	0.395	0.310
2026
January	0.365	0.315
February	0.330	0.295
March	0.330	0.255
April (up to the Latest Practicable Date)	0.300	0.265

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APPENDIX I EXPLANATORY STATEMENT ON REPURCHASE OF SHARES

5. General

The Directors will, so far as the same may be applicable, exercise the powers of the Company to make repurchases pursuant to the Repurchase Mandate in accordance with the Listing Rules, the applicable laws of Bermuda and the memorandum of association of the Company and the Bye-laws.

None of the Directors nor, to the best of their knowledge having made all reasonable enquiries, any of their close associates, has any present intention to sell any Shares to the Company or its subsidiaries if the Repurchase Mandate is approved by the Shareholders.

No core connected person of the Company has notified the Company that he/she/it has a present intention to sell Shares to the Company or its subsidiaries and no such person has undertaken not to do so, in the event that the Repurchase Mandate is approved by the Shareholders.

6. Hong Kong Code on Takeovers and Mergers and Share Buy-backs

If on the exercise of the power to repurchase Shares pursuant to the Repurchase Mandate, a shareholder's proportionate interest in the voting rights of the Company increases, such increase will be treated as an acquisition for the purposes of Rule 32 of the Hong Kong Code on Takeovers and Mergers and Share Buy-backs ("Takeovers Code"). As a result, a shareholder or group of shareholders acting in concert could obtain or consolidate control of the Company and become obliged to make a mandatory offer in accordance with Rule 26 of the Takeovers Code.

As at the Latest Practicable Date, to the best of the knowledge and belief of the Directors, the shareholding of Info Dynasty Group Limited, Simcom Limited and Intellipower Investments Limited, Ms. Yeung Man Ying, Mr. Wong Cho Tung, Mr. Wong Hei, Simon and Mr. Wong Sun (together, the "Concert Group") were as follows:

Name of shareholder	Number of Shares	% to the Company's issued shares as at the Latest Practicable Date	% to the Company's issued shares (assuming the Repurchase Mandate is exercised in full)
Info Dynasty Group Limited (Note 1)	734,857,000	34.68%	38.53%
Intellipower Investments Limited (Note 2)	454,227,000	21.44%	23.82%
Simcom Limited (Note 3)	20,000,000	0.94%	1.05%
Mr. Wong Cho Tung and Ms. Yeung Man Ying	3,098,000	0.15%	0.16%
Mr. Wong Cho Tung	20,814,000	0.98%	1.09%
Ms. Yeung Man Ying	21,136,000	1.00%	1.11%
Total	1,254,132,000	59.19%	65.76%

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APPENDIX I EXPLANATORY STATEMENT ON REPURCHASE OF SHARES

Notes:

1. Each of Ms. Yeung Man Ying, Mr. Wong Cho Tung, Mr. Wong Hei, Simon and Mr. Wong Sun owns 49.95%, 49.95%, 0.05% and 0.05% of the issued shares of Info Dynasty Group Limited respectively.
2. Each of Ms. Yeung Man Ying, Mr. Wong Cho Tung, Mr. Wong Hei, Simon and Mr. Wong Sun owns 25% of the issued shares of Intellipower Investments Limited respectively.
3. Simcom Limited is wholly-owned by Mr. Wong Cho Tung.

As illustrated above, in the event that the Directors exercise the Repurchase Mandate and the number of issued shares in which the Concert Group is interested remains unchanged, Info Dynasty Group Limited may become obliged to make a mandatory offer under Rule 26 of the Takeovers Code with reference to the lowest percentage holding in the 12-month period ending on the date of the repurchase.

Save as aforesaid, the Directors are not aware of any consequences which may arise under the Takeovers Code as a result of any repurchases made under the Repurchase Mandate.

1. Share repurchases made by the Company

During the six months preceding the Latest Practicable Date, the Company has repurchased Shares on the Stock Exchange, details of which are as follows:

Date of repurchase	Number of Shares repurchased	Repurchase price per Share
		Highest HK$	Lowest HK$
15 October 2025	120,000	0.310	0.310
22 October 2025	1,064,000	0.340	0.340
27 October 2025	1,454,000	0.360	0.345
4 November 2025	2,548,000	0.380	0.370
12 November 2025	7,862,000	0.390	0.380
18 November 2025	1,500,000	0.390	0.390
20 November 2025	9,756,000	0.405	0.390

Save as disclosed above, the Company had not repurchased any Shares, whether on the Stock Exchange or otherwise, in the six months preceding the Latest Practicable Date.

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APPENDIX II

BRIEF BIOGRAPHICAL BACKGROUND OF DIRECTORS TO BE RE-ELECTED

The biographical details of the Directors proposed to be re-elected at the Annual General Meeting are set out as follows:

Ms. Yeung Man Ying (“Mrs. Wong”), aged 81, is an executive Director and a director of Sunrise Electronic Industry Limited, a wholly-owned subsidiary of the Company. Mrs. Wong is responsible for developing direction and strategies of the Group. Mrs. Wong together with her spouse, Mr. Wong Cho Tung (“Mr. Wong”), the chairman of the Company, an executive Director and a controlling Shareholder, were the founders of the Company. Over the years, Mrs. Wong and Mr. Wong had established a number of companies which engaged in the electronics and telecommunications business including Shanghai Sunrise Simcom, one of the Group’s main operating subsidiary which was established in November 1993. Mrs. Wong has over 20 years of operational and management experience in the electronics and telecommunications industry. Mrs. Wong lectured at the Electrical Department of the South China University of Technology in 1977. Mrs. Wong has been a guest professor at Tongji University since 2003. Mrs. Wong graduated in 1968 from the Beijing University of Aeronautics and Astronautics (currently known as Beihang University), specialising in electrical engineering. Mrs. Wong did not hold any directorship in other public companies in the last three years preceding the Latest Practicable Date.

Mrs. Wong is the spouse of Mr. Wong and the mother of Mr. Wong Hei, Simon, a non-executive Director. Save as disclosed, Mrs. Wong did not have any relationship with any other Directors, senior management, substantial Shareholders or controlling Shareholders as at the Latest Practicable Date.

Mrs. Wong is a shareholder of Info Dynasty Group Limited, a controlling Shareholder, and Intellipower Investments Limited, a substantial Shareholder, holding approximately 34.68% and 21.44% of the issued share capital of the Company respectively as at the Latest Practicable Date.

As at the Latest Practicable Date, Mrs. Wong was interested in 759,091,000 Shares within the meaning of Part XV of the SFO. Save as disclosed, Mrs. Wong did not have any interest in the Shares within the meaning of the SFO as at the Latest Practicable Date. Pursuant to the service agreement entered into between Mrs. Wong and the Company, Mrs. Wong is entitled to (i) a fixed monthly salary of RMB50,000 which was reviewed and approved by the remuneration committee of the Company (“Remuneration Committee”) and the Board, and was determined with reference to her experience and qualification, duties and responsibilities in the Company, the remuneration standard in the industry and the prevailing market conditions; (ii) a discretionary bonus, subject to the determination and approval of the Remuneration Committee and the Board with reference to the performance of the Group and Mrs. Wong; and (iii) participation in the share option scheme(s) and share award scheme(s) adopted by the Company from time to time, subject to the recommendation of the Remuneration Committee. Under the service agreement entered into between the Company and Mrs. Wong, Mrs. Wong’s appointment is for a term of one year from 31 May 2025, subject to retirement by rotation and re-election at general meeting of the Company as and when required under the Bye-laws and the Listing Rules.

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APPENDIX II

BRIEF BIOGRAPHICAL BACKGROUND OF DIRECTORS TO BE RE-ELECTED

Mr. Zhu Wenhui (“Mr. Zhu”), aged 44, has been an executive Director since 3 February 2021. Mr. Zhu joined the Group in 2005 and is presently the chief financial officer of the Group. Mr. Zhu was appointed as one of the joint company secretaries of the Company on 30 January 2026. Mr. Zhu obtained a bachelor’s degree in economics from Tongji University in 2004. From 2004 to 2005, he was the credit manager at the Shanghai branch of Bank of Communications where he was responsible for corporate risk management and credit assessment. He was responsible for leading the establishment of a financial management control system that meets the needs of the Group’s strategic development and improving its financial system in terms of comprehensive budgeting, accounting analysis and risk management and control. He also has extensive experience in capital operations projects, international settlements, taxation and capital management required for the operation of PRC companies. He is a Certified Management Accountant of the Institute of Management Accountants in the United States of America. As at the Latest Practicable Date, Mr. Zhu did not hold any directorships in any other listed public companies in the last three years and did not hold other positions with the Group. Mr. Zhu does not have any relationship with any other Directors, senior management, substantial shareholders or controlling shareholders of the Company.

As at the Latest Practicable Date, Mr. Zhu did not have any interest in Shares within the meaning of Part XV of the SFO. Pursuant to the service agreement entered into between Mr. Zhu and the Company in respect of his appointment as an executive Director, Mr. Zhu is entitled to (i) a fixed monthly salary of RMB55,000 which was reviewed and approved by the Remuneration Committee and the Board, and was determined with reference to his experience and qualification, duties and responsibilities in the Company, the remuneration standard in the industry and the prevailing market conditions; (ii) a discretionary bonus as determined by the Remuneration Committee by reference to the performance of the Group and Mr. Zhu in acting as executive Director, the prevailing market conditions and the roles and responsibilities of Mr. Zhu in the Group; and (iii) participation in the share option scheme(s) and share award scheme(s) adopted by the Company from time to time, subject to the recommendation of the Remuneration Committee. Under the service agreement entered into between Mr. Zhu and the Company, Mr. Zhu’s appointment will be for a term of one year from 31 May 2025, subject to retirement by rotation and re-election at general meetings of the Company as and when required under the Bye-laws and the Listing Rules.

Mr. Zhu Qi, aged 46, is an executive Director and the chief operating officer (“COO”) of the Group’s operations headquarters in the PRC (“PRC Headquarters”). Mr. Zhu Qi obtained a bachelor’s degree in electrical automation from Shanghai University in 2002, minoring in computer science and technology. Mr. Zhu Qi joined the Group in 2003. Prior to becoming the COO in 2020, Mr. Zhu Qi had served in various departments of the Group including the technology research and development department, the sales and marketing department and the resource department. He has extensive experience in the electronics and telecommunications industry, especially in market and product development and project management. Mr. Zhu Qi is responsible for the deliveries, operation, production and manufacturing, quality control and information technology of the Group’s business in the PRC. Since 30 September 2022, Mr. Zhu has also been a core member of the Group’s

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APPENDIX II

BRIEF BIOGRAPHICAL BACKGROUND OF DIRECTORS TO BE RE-ELECTED

administration team in the PRC Headquarters, which performs the roles and duties of the chief executive officer of the Group. Mr. Zhu Qi was appointed as an executive Director in September 2023.

Mr. Zhu Qi did not hold any directorship in any other public companies in the last three years preceding the Latest Practicable Date. Mr. Zhu Qi did not have any relationship with any other Directors, senior management, substantial Shareholders or controlling Shareholders as at the Latest Practicable Date.

As at the Latest Practicable Date, Mr. Zhu Qi was interested in 225,000 Shares within the meaning of Part XV of the SFO. Save as disclosed, Mr. Zhu Qi did not have any interest in the Shares within the meaning of the SFO as at the Latest Practicable Date. Pursuant to the service agreement entered into between Mr. Zhu Qi and the Company in respect of his appointment as an executive Director, Mr. Zhu Qi is entitled to (i) a fixed monthly salary of RMB55,000 which was reviewed and approved by the Remuneration Committee and the Board, and was determined with reference to his experience and qualification, duties and responsibilities in the Company, the remuneration standard in the industry and the prevailing market conditions; (ii) a discretionary bonus, subject to the determination and approval of the Remuneration Committee and the Board with reference to the performance of the Group and Mr. Zhu Qi; and (iii) participation in the share option scheme(s) and share award scheme(s) adopted by the Company from time to time, subject to the recommendation of the Remuneration Committee. Under the service agreement entered into between the Company and Mr. Zhu Qi, Mr. Zhu Qi's appointment is for a term of one year from 31 May 2025, subject to retirement by rotation and re-election at general meeting of the Company as and when required under the Bye-laws and the Listing Rules.

Each of Mrs. Wong, Mr. Zhu and Mr. Zhu Qi has confirmed to the Board that the details set out in paragraphs (h) to (v) of Rule 13.51(2) of the Listing Rules are not relevant to her/him and therefore there is no information required to be disclosed by any of them in relation to those paragraphs. Each of Mrs. Wong, Mr. Zhu and Mr. Zhu Qi has further confirmed to the Board that, save as disclosed above, there is no other matter that needs to be brought to the Shareholders' attention in relation to her/his re-election as Director and there is no other information which is discloseable pursuant to any of the requirements set out in Rule 13.51(2) of the Listing Rules.

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NOTICE OF ANNUAL GENERAL MEETING

SIM Technology

SIM TECHNOLOGY GROUP LIMITED

農訊科技集團有限公司*

(Incorporated in Bermuda with limited liability)

(Stock Code: 2000)

NOTICE IS HEREBY GIVEN that the annual general meeting of SIM Technology Group Limited ("Company") will be held at 24th Floor, Tower 1, Admiralty Centre, 18 Harcourt Road, Admiralty, Hong Kong on Friday, 5 June 2026 at 10:00 a.m. for the following purposes:

ORDINARY RESOLUTIONS

1. To receive and adopt the audited consolidated financial statements of the Company and the reports of the directors and the auditors for the year ended 31 December 2025.

2. (a) To re-elect Ms. Yeung Man Ying as a director of the Company ("Director").

(b) To re-elect Mr. Zhu Wenhui as a Director.

(c) To re-elect Mr. Zhu Qi as a Director.

(d) To authorise the board of Directors to fix the Directors' remuneration.

1. To re-appoint Messrs. Deloitte Touche Tohmatsu as the auditors of the Company and to authorise the board of Directors to fix their remuneration.

2. To consider and, if thought fit, pass the following resolutions as ordinary resolutions:

A. "THAT:

(a) subject to paragraph (c) below, pursuant to the Rules ("Listing Rules") Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited ("Stock Exchange"), the exercise by the Directors during the Relevant Period (as hereinafter defined) of all the powers of the Company to allot, issue and deal with unissued shares in the capital of the Company (each a "Share") (including any sale or transfer of treasury shares listed on the Stock Exchange, if any) or securities convertible into Shares or options, warrants, or similar right to subscribe for any Shares or convertible securities of the Company and

• For identification purposes only

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NOTICE OF ANNUAL GENERAL MEETING

to make or grant offers, agreements and options, including bonds, warrants and debentures and any other securities which carry rights to subscribe for or are convertible into Shares which would or might require the exercise of such powers be and is hereby generally and unconditionally approved;

(b) the approval in paragraph (a) above shall be in addition to any other authorisation given to the Directors and shall authorise the Directors during the Relevant Period (as hereinafter defined) to make or grant offers, agreements and options, including bonds, warrants and debentures and any other securities which carry rights to subscribe for or are convertible into Shares, which would or might require the Shares to be issued, allotted or disposed of, whether during the continuance of or after the end of the Relevant Period (as hereinafter defined);

(c) the aggregate number of securities allotted and issued or agreed conditionally or unconditionally to be allotted and issued (whether pursuant to options or otherwise) (including any sale or transfer of treasury shares listed on the Stock Exchange, if any) by the Directors pursuant to the approval in paragraph (a) above, otherwise than any allotment and issue of the Shares (i) pursuant to a Rights Issue (as hereinafter defined); or (ii) on the exercise of the subscription or conversion rights attaching to any warrants or any securities which are convertible into Shares which may be issued by the Company from time to time; or (iii) on the exercise of any options granted under the share option schemes or similar arrangement of the Company adopted from time to time in accordance with the Listing Rules; or (iv) in lieu of the whole or part of a dividend on Shares in accordance with the bye-laws of the Company, shall not exceed the aggregate of: (aa) 20 per cent. (20%) of the number of the issued shares of the Company (excluding treasury shares, if any) as at the date of passing this resolution; and (bb) (if the Directors are so authorised by a separate ordinary resolution of the shareholders of the Company) the aggregate number of the issued shares of the Company which may be repurchased by the Company subsequent to the passing of this resolution (up to a maximum equivalent to 10% of the number of the issued shares of the Company (excluding treasury shares, if any) on the date of the passing of this resolution); and the said approval shall be limited accordingly;

(d) if, after the passing of this resolution, the Company conducts a share consolidation or subdivision, the number of Shares subject to the limit set out in paragraph (c) above shall be adjusted to the effect that the number of Shares subject to the limit set out in paragraph (c) above as a percentage of the total number of issued Shares at the date immediately before and after such consolidation or subdivision shall be the same; and

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(e) for the purposes of this resolution:

“Relevant Period” means the period from the passing of this resolution until whichever is the earliest of:

(i) the conclusion of the next annual general meeting of the Company;

(ii) the expiration of the period within which the next annual general meeting of the Company is required by any applicable law or the bye-laws of the Company to be held; or

(iii) the passing of an ordinary resolution by shareholders of the Company in general meeting revoking or varying the authority given to the Directors by this resolution.

“Rights Issue” means an offer of Shares, or offer or issue of warrants, options or other securities giving rights to subscribe for Shares open for a period fixed by the Directors to holders of Shares whose names appear on the register of members of the Company on a fixed record date in proportion to their then holdings of such Shares as at that date (subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or having regard to any restrictions or obligations, or the expense and delay in determining the extent of any restrictions or obligations, under the laws of, or the requirements of any recognised regulatory body or any stock exchange in, any territory outside Hong Kong which are applicable to the Company).

B. “THAT:

(a) subject to paragraph (b) below, the exercise by the Directors during the Relevant Period (for the purpose of this resolution, “Relevant Period” shall have the same meaning as assigned to it under the resolution set out in paragraph 4A of the notice convening this meeting) of all the powers of the Company to repurchase Shares on the Stock Exchange or on any other stock exchange on which the securities of the Company may be listed and which is recognised by the Securities and Futures Commission and the Stock Exchange under the Code on Share Buy-backs for this purpose, subject to and in accordance with all applicable laws and/or the requirements of the Stock Exchange or of any other stock exchange as amended from time to time, be and is hereby generally and unconditionally approved;

(b) the aggregate number of Shares to be repurchased by the Company pursuant to the approval in paragraph (a) above during the Relevant Period shall not exceed 10 per cent. (10%) of the number of issued

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shares of the Company (excluding treasury shares, if any) as at the date of passing this resolution and the said approval shall be limited accordingly; and

(c) if, after the passing of this resolution, the Company conducts a share consolidation or subdivision, the number of Shares subject to the limit set out in paragraph (b) above shall be adjusted to the effect that the number of Shares subject to the limit set out in paragraph (b) above as a percentage of the total number of issued Shares at the date immediately before and after such consolidation or subdivision shall be the same.”

C. “THAT conditional on the passing of the resolutions set out in paragraphs 4A and 4B of the notice convening this meeting, the general mandate granted to the Directors to exercise the powers of the Company to allot, issue and deal with additional Shares (including any sale or transfer of treasury shares listed on the Stock Exchange, if any) pursuant to the resolution set out in paragraph 4A of the notice convening this meeting be and is hereby extended by the addition to the aggregate number of securities of the Company which may be allotted or agreed conditionally or unconditionally to be allotted, issued or dealt with by the Directors pursuant to such general mandate of an amount representing the aggregate number of Shares repurchased by the Company under the authority granted pursuant to the resolution set out in paragraph 4B of the notice convening this meeting provided that such extended amount shall not exceed 10 per cent. (10%) of the number of issued Shares as at the date of passing this resolution.”

By order of the board of Directors
SIM Technology Group Limited
Wong Cho Tung
Chairman

24 April 2026

Bermuda registered office:
Clarendon House
2 Church Street
Hamilton HM 11
Bermuda

Hong Kong registered office:
Unit 1206, 12th Floor
Billion Trade Centre
31 Hung To Road
Kwun Tong
Hong Kong

As at the date of this notice, the executive Directors are Mr. Wong Cho Tung, Ms. Yeung Man Ying, Mr. Zhu Wenhui and Mr. Zhu Qi, the non-executive Director is Mr. Wong Hei, Simon, and the independent non-executive Directors are Ms. Lai Ka Fung May, Mr. Li Minbo and Mr. Yang Wentao.

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Notes:

1. Any member of the Company holding two or more Shares entitled to attend and vote at the above meeting is entitled to appoint one or more proxies to attend and, subject to the provisions of the bye-laws of the Company, vote in his stead. A proxy need not be a member of the Company.

2. In the case of joint holders of a Share, any one of such joint holders may vote, either in person or by proxy, in respect of such Share as if he/she/it was solely entitled thereto; but if more than one of such joint holders are present at the above meeting, the vote of the person, whether attending in person or by proxy, whose name stands first on the register of members of the Company in respect of such Share shall be accepted to the exclusion of the vote(s) of the other joint holder(s).

3. To be valid, a form of proxy, together with the power of attorney or other authority, if any, under which it is signed, or a certified copy of such power or authority must be deposited at the Company's registered office in Hong Kong at Unit 1206, 12th Floor, Billion Trade Centre, 31 Hung To Road, Kwun Tong, Hong Kong by 10:00 a.m., on Wednesday, 3 June 2026 or not less than 48 hours before the time appointed for holding of any adjourned meeting. Completion and return of the form of proxy will not preclude any member from attending and voting at the above meeting (or any adjournment thereof) in person.

4. To ascertain the right to attend the above meeting, register of members of the Company will be closed from Tuesday, 2 June 2026 to Friday, 5 June 2026 (both days inclusive) during which period no transfer of Shares will be registered. In order to qualify for the attendance at the above meeting, all properly completed transfer forms accompanied by the relevant share certificates must be lodged with the Company's branch registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not later than 4:30 p.m. on Monday, 1 June 2026.

5. In relation to the proposed resolution numbered 4B above, the Directors wish to state that they will exercise the powers conferred thereby to repurchase the securities of the Company in circumstances which they deem appropriate for the benefit of the shareholders of the Company. An explanatory statement containing the information necessary to enable the shareholders of the Company to make an informed decision to vote on the proposed resolution as required by the Listing Rules is set out in Appendix I to the circular of the Company on the date hereof.

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