Vala Inc. — Proxy Solicitation & Information Statement 2026

Jun 3, 2026

vala

Vala Inc.

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 2051)

FORM OF PROXY

For use at the extraordinary general meeting on Wednesday, 24 June 2026 (or any adjournment or postponement thereof)

I/We (Note a)

of

being the registered holder(s) of (Note b) _____ ordinary share(s) of US$0.00001 each in the capital of Vala Inc. (the "Company") hereby appoint the chairman of the extraordinary general meeting (the "EGM") of the Company, or ____ of ______ to act as my/our proxy (Note c) to attend the EGM to be held at Room 3, 10/F., United Conference Centre, United Centre, 95 Queensway, Admiralty, Hong Kong on Wednesday, 24 June 2026 at 12:00 noon or at any adjournment or postponement thereof and to speak and vote on my/our behalf as directed below:

Please tick (✓) in the appropriate box below to indicate how you wish your vote(s) to be cast.

ORDINARY RESOLUTION (Note k)		FOR (Note d)	AGAINST (Note d)
1.	To approve the Settlement Agreement and the transactions contemplated thereunder, to approve, confirm and ratify the entering into the Settlement Agreement by the directors of the Company for and on behalf of the Company, and to authorize the directors of the Company to do and execute all such documents and things as they may in their absolute discretion consider necessary or desirable for or in connection with the implementation of the Settlement Agreement and all transactions and other matters contemplated thereunder or ancillary thereto, to waive compliance from and/or agree to any amendment or supplement to any of the provisions of the Settlement Agreement which is in their opinion not of a material nature and to effect or implement any other matters referred to in such resolution.

Date: _________

Signature: (Notes e, f, g and h) _________

Notes:

a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS. The names 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. A proxy needs not be a shareholder of the Company. If you wish to appoint some person other than the chairman of the EGM as your proxy, please delete the words "the chairman of the extraordinary general meeting (the "EGM") of the Company, or" and insert the name and address of the person appointed as your proxy in the space provided.
d. Please indicate with a tick (✓) in the relevant box the way you wish your vote to be cast. If this form of proxy when returned is duly signed but without specific direction on the proposed resolution, the proxy will vote or abstain at his/her/its discretion in respect of the proposed resolution. A proxy will also be entitled to vote or abstain at his/her/its discretion on any a resolution properly put to the EGM other than those set out in the notice of the EGM.
e. In the case of joint registered holders of any share(s), this form of proxy may be signed by any joint registered holders, but if more than one joint registered holder are present at the EGM, whether in person or by proxy, that one of the joint registered holders whose name stands first on the Company's register of members in respect of the relevant jointly registered share shall alone be entitled to vote in respect thereof to the exclusion of the votes of the other joint registered holders.
f. This form of proxy must be signed by a shareholder of the Company, or his/her/its 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.
g. 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 Company's Hong Kong 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 appointed for holding of the EGM (i.e. by 12:00 noon on 22 June 2026) or any adjournment or postponement thereof.
h. Any alteration made to this form should be initialed by the person who signs the form.
i. Completion and return of this form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment or postponement thereof if you so wish.
j. References to time and dates in this form of proxy are to Hong Kong time and dates.
k. Please refer to the notice of the EGM for the full text of the resolution.

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 EGM (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's Hong Kong share registrar, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong.