Ulferts International Limited — Proxy Solicitation & Information Statement 2025

Sep 3, 2025

首惠产融

首惠產業金融服務集團有限公司*

CAPITAL INDUSTRIAL FINANCIAL SERVICES GROUP LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 730)

FORM OF PROXY FOR THE SPECIAL GENERAL MEETING

TO BE HELD ON 26 SEPTEMBER 2025 AND ANY ADJOURNMENT THEREOF

I/We

of

being the registered holder(s) of² ____ shares ("Shares") of HK$0.01 each in the capital of Capital Industrial Financial Services Group Limited (the "Company"), HEREBY APPOINT the Chairman of the meeting, or³ ____

of

or failing him/her

of

as my/our proxy to attend and act for me/us and on my/our behalf at the special general meeting of the Company to be held at 11:00 a.m. on Friday, 26 September 2025 at 4/F, Building 5, Jitankehuan Plaza, Shougang Park Group, Shijingshan District, Beijing, PRC and at any adjournment thereof (the "Meeting") for the purposes of considering and, if thought fit, passing the resolutions as set out in the notice convening the Meeting (the "SGM Notice") and at the Meeting to vote for me/us and in my/our name(s) in respect of the resolutions as indicated hereunder, and, if no such indication is given, as my/or proxy thinks fit. My/our proxy will also be entitled to vote on any matter properly put to the Meeting in such manner as he/she thinks fit.

ORDINARY RESOLUTION			FOR⁴	AGAINST⁴
1.	(a)	To approve, ratify and confirm the agreement (the "Supplemental Master Services Agreement") dated 25 July 2025 entered into between the Company and Shougang Group Co., Ltd. (百興集團有限公司) ("Shougang"), a copy of which is tabled at the SGM and marked "A" and initialed by the Chairman of the SGM for identification purpose, pursuant to which, the Company has conditionally agreed to revise the existing annual caps of the 2023 master services agreement dated 28 April 2023 (the "2023 Master Service Agreement") from RMB6,000,000 to RMB15,000,000;

(b) To authorise any one director of the Company, or any two directors of the Company if the affiliation of the common seal is necessary, for and on behalf of the Company to execute all such other documents, instruments and agreements and to do all such acts or things deemed by him/her to be incidental to, ancillary to or in connection with the matters contemplated in the Supplemental Master Services Agreement. | | |
| 2. | (a) | To approve, ratify and confirm the agreement (the "Renewed Master Services Agreement") dated 25 July 2025 entered into between the Company and Shougang, a copy of which is tabled at the SGM and marked "B" and initialed by the Chairman of the SGM for identification purpose, pursuant to which, Shougang agreed to provide the deposit services ("Deposit Services"), information technology services ("Information Technology Services"), property leasing services ("Property Leasing Services"), management and financial advisory services ("Management and Financial Advisory Services"), financial technical services ("Financial Technical Services") and other financial services ("Other Financial Services") to the Group by Shougang or by the Group to Shougang (as the case may be) for a term of three financial years commencing from 1 January 2026 and ending 31 December 2028;

(b) To approve the annual caps for each of the Deposit Services, Information Technology Services, Property Leasing Services, Management and Financial Advisory Services, Financial Technical Services and Other Financial Services to be provided under the Renewed Master Services Agreement as set out in the circular of the Company dated 3 September 2025;

(c) To authorise any one director of the Company, or any two directors of the Company if the affiliation of the common seal is necessary, for and on behalf of the Company to execute all such other documents, instruments and agreements and to do all such acts or things deemed by him/her to be incidental to, ancillary to or in connection with the matters contemplated in the Renewed Master Services Agreement. | | |
| 3. | (a) | To approve, ratify and confirm the agreement (the "Supplemental Master Facilities Agreement") dated 25 July 2025 entered into between the Company and Shougang, a copy of which is tabled at the SGM and marked "C" and initialed by the Chairman of the SGM for identification purpose, pursuant to which, the Company has conditionally agreed to provide or procure its subsidiaries to revise the 2024 Facilities to Shougang Group in an aggregate principal amount of up to from RMB2,262,000,000 to RMB2,543,000,000 (equivalent to approximately HK$2,734,000,000);

(b) To approve the annual caps of the 2024 Credit Finance Facilities to be revised from RMB600,000,000 to RMB1,800,000,000 (equivalent to HK$1,935,000,000) under the Supplemental Master Facilities Agreement as set out in the circular of the Company dated 3 September 2025;

To authorise any one director of the Company, or any two directors of the Company if the affiliation of the common seal is necessary, for and on behalf of the Company to execute all such other documents, instruments and agreements and to do all such acts or things deemed by him/her to be incidental to, ancillary to or in connection with the matters contemplated in the Supplemental Master Facilities Agreement. | | |

Signature⁴: _______

Date: _______

Notes:

1. Full name(s) and address(es) must be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.
2. 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).
3. If any proxy other than the chairman of the Meeting is preferred, please strike out "the Chairman of the meeting, or" and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALED BY THE PERSON WHO SIGNS IT.
4. IMPORTANT: If you wish to vote for a resolution, please tick in the box marked "For". If you wish to vote against a resolution, please tick in the box marked "Against". If no direction is given, your proxy may vote or abstain as he/she thinks fit. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the SGM Notice.
5. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, either under its seal or under the hand of any officer or attorney duly authorised.
6. In order to be valid, this 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 with the Company's branch share registrar and transfer office in Hong Kong, 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 the holding of the Meeting, or any adjourned meeting thereof.
7. In the case of joint registered holders of any Share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such Share as if he/she was solely entitled thereto; but if more than one of such holders be present at the Meeting, either personally or by proxy, that one of the said persons so present whose name stands first on the register of members of such Shares shall alone be entitled to vote in respect thereof.
8. The proxy need not be a member of the Company but must attend the Meeting in person to represent you.
9. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting if you so wish. If you attend and vote at the Meeting, this form of proxy will be deemed to be revoked.

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 processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting of the Company (the "Purposes"). 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 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 Investor Services Limited at the above address.

• For identification purpose only