Smart Globe Holdings Limited — Proxy Solicitation & Information Statement 2026

May 13, 2026

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make 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 notice.

SMART GLOBE HOLDINGS LIMITED

竣球控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1481)

NOTICE OF THE EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the Extraordinary General Meeting (the "EGM") of Smart Globe Holdings Limited (the "Company") will be held at 11:30 a.m. or immediately after the closure or adjournment of the annual general meeting of the Company, whichever later, on 29 May 2026 at Training Room No. 2, Blueprint, 2/F., Dorset House, Taikoo Place, 979 King's Road, Quarry Bay, Hong Kong for the purpose of considering and, if thought fit, passing with or without amendments, the following resolutions as ordinary resolutions:

1. "THAT

(a) subject to conditional upon the Listing Committee of the Stock Exchange granting approval for the listing of, and permission to deal in, the Shares which may fall to be issued pursuant to any Awards granted under the 2026 Share Award Scheme signed by the chairman of this meeting for identification purpose, the 2026 Share Award Scheme be and is hereby approved and adopted, and any Director be and is hereby authorised to do all such acts and to enter into all such transactions, arrangements and agreements, for and on behalf of the Company, as he/she/they may in his/her/ their absolute discretion consider necessary, desirable or expedient in order to give effect to the 2026 Share Award Scheme, including without limitation:

• to administer and operate the 2026 Share Award Scheme under which Awards will be granted to Eligible Participants under the 2026 Share Award Scheme to subscribe for Shares;

• to modify and/or amend the 2026 Share Award Scheme from time to time, provided that such modification(s) and/or amendment(s) is/are effected in accordance with the terms of the 2026 Share Award Scheme relating to modification and/or amendment and is/are in compliance with Chapter 17 of the Listing Rules;

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• to grant Awards to subscribe for Shares under the 2026 Share Award Scheme and to allot and issue from time to time such number of Shares as may be required to be allotted and issued pursuant to the Awards granted under the 2026 Share Award Scheme and subject to the Listing Rules;
• to make application at the appropriate time or times to the Stock Exchange, and any other stock exchanges upon which the Shares may for the time being be listed, for the listing of, and permission to deal in, any Shares which may hereafter from time to time be allotted and issued pursuant to the Awards granted under the 2026 Share Award Scheme; and
• to consent, if he/she/they deem(s) fit and expedient, to such conditions, modifications and/or variations as may be required or imposed by relevant authorities in relation to the 2026 Share Award Scheme; and

(b) the total number of Shares which may be allotted and issued in respect of the Awards granted under the 2026 Share Award Scheme and any options or awards granted under any other share schemes of the Company must not in aggregate exceed 10% of the total number of Shares in issue as at the Effective Date (i.e. the Scheme Mandate Limit).

1. “THAT

conditional upon the passing of the ordinary resolution No. 1 set out above, the sublimit of 0.5% on the total number of Shares which may be allotted and issued in respect of the Awards granted under the 2026 Share Award Scheme, and any options or awards granted under any other share schemes of the Company to Service Providers (as defined in the 2026 Share Award Scheme) (i.e. the Service Provider Sublimit) be and is hereby approved and adopted, and the Directors be and are hereby authorised to do all such acts and to enter into all such transactions, arrangements and agreements, for and on behalf of the Company, as he/she/they may in his/her/their absolute discretion consider necessary, desirable or expedient in order to give effect to the Service Provider Sublimit.”

By Order of the Board
Smart Globe Holdings Limited
NG Ho Lun
Chairman and Executive Director

Hong Kong, 13 May 2026

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Notes:

1. A member of the Company entitled to attend and vote at the extraordinary general meeting shall be entitled to appoint one or if he is a holder of two or more shares of the Company, more than one proxy to attend and vote in his stead. A proxy need not be a member of the Company but must be present in person in the extraordinary general meeting to represent the member. Completion and return of the form of proxy will not preclude a member of the Company from attending the extraordinary general meeting and voting in person should he so wish. In such event, his form of proxy will be deemed to have been revoked.

2. Where there are joint registered holders of any share, any one of such persons may vote at the extraordinary general meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders be present at the extraordinary general meeting personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.

3. A form of proxy for the extraordinary general meeting is enclosed. In order to be valid, the form of proxy 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 at the Company's Hong Kong branch share registrar, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong, not later than 48 hours before the time for holding the extraordinary general meeting or any adjournment thereof.

4. To ascertain the members' entitlement to attend and vote at the meeting, the register of members will be closed from 26 May 2026 (Tuesday) to 29 May 2026 (Friday), both days inclusive, during which period no transfer of shares can be registered. In order to be eligible to attend and vote at the meeting, all transfers of shares, accompanied by the relevant share certificates, must be lodged with the Company's branch share registrar, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong, for registration not later than 4:30 p.m. on 22 May 2026 (Friday).

5. Members of the Company or their proxies shall produce documents of their proof of identity when attending the extraordinary general meeting.

6. If Typhoon Signal No. 8 or above, or a "black" rainstorm warning is in effect any time after 7:00 a.m. on the date of the extraordinary general meeting, the meeting will be postponed. The Company will post an announcement on the website of Company at www.smartglobehk.com and on the HKEXnews website of the Stock Exchange at www.hkexnews.hk to notify shareholders of the Company of the date, time and place of the rescheduled meeting.

As at the date of this notice, the executive Directors are Mr. NG Ho Lun, Mr. CHU Lok Fung Barry, Mr. CHEN Kun and Mr. LAM Tak Ling Derek; and the independent non-executive Directors are Dr. WU Ka Chee Davy, Mr. YIU Ho Chi Stephen and Ms. LAW Ying Wai Denise.

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