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Technovator International Limited Proxy Solicitation & Information Statement 2026

Apr 29, 2026

49767_rns_2026-04-29_a839fffd-8c6a-4f45-9b32-8046017532fd.pdf

Proxy Solicitation & Information Statement

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Technovator

TECHNOVATOR INTERNATIONAL LIMITED

同方泰德國際科技有限公司*

(incorporated in Singapore with limited liability)

(Stock Code: 1206)

Number of shares to which this proxy form relates¹

Proxy Form for the Annual General Meeting to be held on Friday, 12 June 2026

I/We², ________ (name) of ________ (address)

being registered holder(s) of Technovator International Limited (the "Company") HEREBY APPOINT³ _________ (name)

of _________ (address) or failing him/her, THE CHAIRMAN OF THE ANNUAL GENERAL MEETING ("AGM") of the Company to act as my/our proxy to attend and vote for me/us and on my/our behalf at the AGM to be held at Level 17, Silvercord Tower 2, 30 Canton Road, Tsim Sha Tsui, Hong Kong at 5:00 p.m. on Friday, 12 June 2026 and at any adjournment thereof. I/We direct that my/our vote(s) be cast on the specified resolutions as indicated by an "✓" in the appropriate boxes. In the absence of any indication, the proxy may vote in respect of that resolution at his/her discretion.

Ordinary Resolutions For⁴ Against⁴
1. To receive and consider the audited consolidated financial statements of the Company and its subsidiaries prepared under Hong Kong Financial Reporting Standards and the reports of the directors and the auditors of the Company for the year ended 31 December 2025;
2. To receive and consider the audited consolidated financial statements of the Company and its subsidiaries prepared under Singapore Financial Reporting Standards for the year ended 31 December 2025;
3. To re-elect Mr. Han Tao as director of the Company;
4. To re-elect Mr. Gao Peifeng as director of the Company;
5. To re-elect Mr. Zeng Xuejie as director of the Company⁵;
6. to re-elect Ms. Lu Yao as director of the Company⁵;
7. To authorize the board of directors of the Company to fix the remuneration of the Company's directors;
8. To re-appoint KPMG as the auditor of the Company for the consolidated financial statements of the Company and its subsidiaries prepared under Hong Kong Financial Reporting Standards and to authorize the board of directors of the Company to fix their remuneration;
9. To re-appoint KPMG LLP as the auditor of the Company for the consolidated financial statements of the Company and its subsidiaries prepared under Singapore Financial Reporting Standards and to authorize the board of directors of the Company to fix their remuneration;
10. To grant a general mandate to the directors of the Company to allot, issue and deal with the Company's shares (including any sale or transfer of treasury shares)⁶;
11. To grant a general mandate to the directors of the Company to repurchase the Company's shares⁶; and
12. To extend the general mandate granted under resolution No.10 by adding the amount representing the total number of shares repurchased pursuant to the general mandate granted under resolution No.11⁶.

Dated this __ day of __ 2026

Shareholder's signature⁷: _________

Contact Telephone No.: _________

Notes:

  1. If no number is inserted, this proxy form will be deemed to relate to all the shares registered in the name of the holder appearing in this proxy form.
  2. Please insert full name(s) and address(es) in BLOCK CAPITALS as shown in the register of the Company.
  3. Please insert the name and address of the proxy, if no name is inserted, the chairman of the meeting will act as your proxy. A shareholder may appoint one or more proxies to attend the meeting and vote for him/her.
    ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. The proxy needs not be a shareholder of the Company, but must attend the meeting (or any adjournment thereof) to represent you.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK (✓) IN THE RELEVANT BOX BELOW THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK (✓) IN THE RELEVANT BOX BELOW THE BOX MARKED "AGAINST". Failure to tick either box in respect of a resolution will entitle your proxy to cast your vote(s) in respect of that resolution at his/her discretion or to abstain from voting. Your proxy will also be entitled to vote at his/her discretion or to abstain from voting on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.
  5. There will be two Director vacancies to be filled at the AGM following the retirement of Mr. Zeng Xuejie and Mr. Lu Yao. If there are more than two candidates standing for election at the AGM, each resolution proposing that a candidate be appointed as a director of the Company will provide for a method to determine which two candidates shall be elected as directors as follows: "THAT subject to the number of net votes cast in relation to this resolution (net votes being votes cast in levout minus votes cast against this resolution) being among the two highest number of net votes cast on each of the resolutions for the appointment of a person as a director of the Company at the forthcoming annual general meeting of the Company (the "AGM") to be held on 12 June 2026 or on the date of its adjournment (where applicable), name of candidate be and is hereby appointed as a director of the Company with effect from the conclusion of the AGM held on 12 June 2026, provided that if any two or more of such resolutions record the same number of net votes (the "Tied Resolutions"), the ranking of the Tied Resolutions from highest to lowest number of net votes shall be determined by the drawing of lots by the chairman of the meeting."
  6. The full text of resolutions 10 to 12 are set out in the notice of the AGM.
  7. This proxy form must be signed by a shareholder of the Company or its/ his/her agent duly authorised in writing or, in the case of a corporation, must either be executed under its common seal or be signed by an officer or agent duly authorised in writing.
  8. In order to be valid, this completed proxy form, together with the power of attorney or other authority (if any) under which it is signed or a certified copy of that power of attorney or authority (each certification to be made by either a notary public or a solicitor qualified in practice in Hong Kong), must be lodged on Company's Hong Kong share registrar, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong, not less than 48 hours before the time appointed for holding the meeting or adjourned meeting (as the case may be).
  9. Submission of this proxy form shall not preclude you from attending the meeting or any adjourned meeting thereof and voting in person should you so wish, but the appointment of the proxy will be revoked if you vote in person at the meeting.
  10. If you have returned a proxy form, you may revoke it by completing and signing a proxy form bearing a later date, and lodging it with Company's Hong Kong share registrar. In order to be valid for voting purposes, the full money form should be received by Company's Hong Kong share registrar not less than 48 hours before the time appointed for holding the meeting or adjourned meeting (as the case may be) ("Closing Time"). If this letter proxy form is lodged with Company's Hong Kong share registrar after the Closing Time, it will be invalid for voting purpose. However, it will revoke any previous proxy form and any vote that may be cast by the purported proxy will not be counted in any poll taken on a proposed resolution.
  11. In the case of joint registered holders of any shares, any one of such persons may vote at the meeting, either personally or by proxy, in respect of such shares as if he/she were solely entitled thereto but the vote of the senior holder who tended a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holders and, for this purpose, seniority shall be determined by the order in which the names stand in Company's register of members in respect of the relevant joint holding.
  12. The Company reserves the right to treat any proxy form which has been incorrectly completed in some manner which (at its absolute discretion) is not material as being valid.
  13. Pursuant to Rule 13.39(A) of the Listing Rules, all resolutions set out in the notice of the AGM will be decided by poll at the meeting.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies) name(s) and address(es) is on a voluntary basis for the purpose of procuring your request for the appointment of a proxy (or proxies) and your voting instructions for the AGM (the "Purpose"), We may transfer your and your proxy's (or proxies) name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorised by law to request the information in an 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 fulfill 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 Investor Services Limited at the above address.

  • For identification purpose only