Synagistics Limited — Proxy Solicitation & Information Statement 2024

Jul 24, 2024

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WEALTHINK AI-INNOVATION CAPITAL LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1140)

PROXY FORM

Form of proxy for use by shareholders at the annual general meeting to be held at 11:00 a.m. on Friday, 23 August 2024 at Room 3910-13, 39/F, COSCO Tower, Grand Millennium Plaza, 183 Queen’s Road Central, Hong Kong (or at any adjournment thereof) by way of hybrid meeting.

I/We (note a) of

(note b) shares of HK$0.10 each in the share capital of Wealthink AI-Innovation Capital Limited

being the registered holder(s) of (note b) shares of HK$0.10 each in the share (the ‘‘ Company ’’) hereby appoint the Chairman of the annual general meeting of the Company (the ‘‘ Meeting ’’) or of

to act as my/our proxy (notes c and d) at the Meeting to be held at 11: 00 a.m. on Friday, 23 August 2024 at Room 3910-13, 39/F, COSCO Tower, Grand Millennium Plaza, 183 Queen’s Road Central, Hong Kong or at any adjournment thereof by way of hybrid meeting and to vote on my/our behalf in respect of the resolutions set out in the notice (‘‘ Notice ’’) of the Meeting dated 24 July 2024 as directed below.

Please tick (‘‘✓’’) in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll.

ORDINARY RESOLUTIONS FOR (note e) AGAINST (note e)

1. To receive and approve the audited financial statements and the reports of the directors and the Company’s auditor for the year ended 31 March 2024.

2. (i) to re-elect Dr. WANG Shibin as a non-executive director of the Company; (ii) to re-elect Mr. YAN Xiaotian as an independent non-executive director of the Company; (iii) to re-elect Mr. ZHAO Kai as an independent non-executive director of the Company; (iv) to authorise the board of directors to fix the remuneration of directors.

3. To re-appoint Messrs. ZHONGHUI ANDA CPA Limited as the auditor of the Company and to authorise the board of directors to fix its remuneration.

4. To grant a general and unconditional mandate to the directors of the Company to allot and issue and deal with the unissued shares of HK$0.10 each in the capital of the Company up to a maximum of 20% of the issued share capital of the Company (‘‘ the Issue Mandate ’’).

5. To grant a general and unconditional mandate to the directors of the Company to repurchase the Company’s shares up to a maximum of 10% of the issued share capital of the Company (‘‘ the Repurchase Mandate ’’).

6. To approve the addition to the Issue Mandate of an amount representing the shares repurchased by the Company under the Repurchase Mandate (‘‘ the Extension Mandate ’’).

Email address of the proxy: Contact Telephone No.: Dated this day of 2024.

Shareholder’s signature x x (notes f, g, h and i)

Notes:

• a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS . The name of all joint registered holders should be stated. b. Please insert the number of shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares in the capital of the Company registered in your name(s).

• c. Given the special arrangements adopted by the Company as set out in the section headed ‘‘Special Arrangements for the AGM’’ of the Circular, the Meeting will be a hybrid meeting. Shareholders may attend the Meeting in person or via the e-Meeting System. In addition to attending the Meeting in person, Shareholders will also be able to exercise their voting rights in one of the following ways: (1) attend the Meeting via the e-Meeting System which enables live streaming and interactive platform for submitting questions and voting online; or (2) appoint the Chairman of the Meeting as your proxy to attend and vote on your behalf.

• d. theA proxyannualneedgeneralnot bemeetinga memberof theofCompanythe Company.(the ‘‘If Meeting you wish’’) or’’to appointand insertsomethepersonname otherand addressthan theof Chairmanthe personofappointedthe Meetingin theas spaceyour proxy,provided.please delete the words ‘‘the Chairman of

• e. IMPORTANT: IF YOU WISH TO VOTE FOR ANY OF THE RESOLUTIONS SET OUT ABOVE, PLEASE TICK (‘‘ ✓ ’’) THE BOXES MARKED ‘‘FOR’’. IF YOU WISH TO VOTE AGAINST ANY RESOLUTIONS, PLEASE TICK (‘‘ ✓ ’’) THE BOXES MARKED ‘‘AGAINST’’. If the form returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his discretion. A proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those set out in the notice convening the meeting.

• f. In the case of a joint registered holders of any share, this form of proxy may be signed by any joint registered holder, but if more than one joint registered holder is present at the meeting, whether in person or by proxy, that one of the joint registered holders whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

• g. The form of proxy must be signed by a shareholder, or his attorney duly authorised in writing, or if the shareholder is a corporation, either under its Common Seal or under the hand of an officer or attorney so authorised.

• h. 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 of such power or authority must be deposited at the offices of the Company’s Hong Kong branch registrar, Tricor Abacus Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not later than 48 hours before the time of the Meeting or any adjourned meeting.

• i. Any alteration made to this form should be initialled by the person who signs the form. j. Completion and return of this form of proxy will not preclude you from attending and voting at the meeting or any adjournment thereof in person or via the e-Meeting System if you so wish.

PERSONAL INFORMATION COLLECTION STATEMENT

Yourvotingsupplyinstructionsof yourforandtheyourMeetingproxy’sof the(or Companyproxies’) name(s)(the ‘‘ Purposes and address(es)’’). We mayis ontransfera voluntaryyour andbasisyourfor theproxy’spurpose(or proxies’)of processingname(s)yourandrequestaddress(es)for thetoappointmentour agent, contractor,of a proxy (oror third-partyproxies) andserviceyour provider who provides administrative, computer and other services to us for use in connection with the Purposes 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 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 and any such request should be in writing by mail to the Company/Tricor Abacus Limited at the above address.