Vision Values Holdings Ltd. — Proxy Solicitation & Information Statement 2026

May 4, 2026

VISION VALUES HOLDINGS LIMITED

遠見控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 862)

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING

I/We $^{(Note a)}$

of

being the registered holder(s) of $(^{Note b})$ ordinary shares of HK$0.01 each in the capital of

VISION VALUES HOLDINGS LIMITED (the "Company"), hereby appoint the Chairman of the Meeting or $(^{Note c})$

of

to act as my/our proxy to attend for me/us at the extraordinary general Meeting (the "Meeting") of the Company to be held at 10th Floor, United Centre, 95 Queensway, Admiralty, Hong Kong on Friday, 22 May 2026 at 11:00 a.m. or at any adjournment thereof for the purpose of considering and, if thought fit, passing the resolution as set out in the notice convening the Meeting and at the Meeting or at any adjournment thereof to vote for me/us and in my/our name(s) in respect of such resolution as hereunder indicated and if no such indication is given, as my/our 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 thinks fit.

ORDINARY RESOLUTIONS		FOR (Note d)	AGAINST (Note d)
(1)	Every ten (10) issued and unissued ordinary shares of par value of HK$0.01 each in the share capital of the Company be consolidated into one (1) ordinary share of par value of HK$0.10 each (the “Share Consolidation”) so that following the Share Consolidation, the authorised share capital of the Company will be changed from HK$200,000,000 divided into 20,000,000,000 ordinary shares of par value of HK$0.01 each to HK$200,000,000 divided into 2,000,000,000 ordinary shares of par value of HK$0.10 each; and
(2)	the entering into of the five subscription agreements all dated 13 April 2026 between the Company as issuer and (i) Moral Glory International Limited; (ii) Chow Tai Fook Nominee Limited; (iii) Dragon Noble Group Limited; (iv) Next Victory Group Limited; and (v) Glory Light Limited (collectively, the “Subscribers”) as subscribers respectively (the “Subscription Agreements”) in relation to the issue by the Company to the Subscribers of the 3% convertible notes for a term of three (3) years from the date of issue (collectively, the “Notes”) in the respective principal amounts as stated in the respective Subscription Agreements, which the holders of the Notes shall be entitled to convert all or any part thereof (comprising the outstanding principal amounts and any accrued but unpaid interest thereon) into (after the above Resolution (1) as to Share Consolidation being passed and becoming effective with ordinary shares after Share Consolidation having a par value of HK$0.1 each in the Company (the “Conversion Shares”), at an initial conversion price of HK$0.42 per Conversion Share (subject to adjustments as provided in the Notes), and the performance of the respective transactions contemplated under the Subscription Agreements by the Company be hereby ratified, confirmed and approved (as appropriate) in all respects.

• Please refer to the notice of the Meeting as contained in the Company's circular dated 5 May 2026 for full text of the proposed resolution.

Dated this __ day of __ 2026

Shareholder's signature $^{(Note b)}$

Notes:

(a) Full name(s) and address(es) are to be inserted in BLOCK CAPITALS.
(b) Please insert the number of shares of the Company 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) If you wish to appoint some person other than the Chairman of the Meeting as your proxy, please delete the words "the Chairman of the Meeting or" and insert the name and address of the person to be appointed as proxy in the space provided. A proxy need not be a member of the Company.
(d) If you wish to vote for the resolution set out above, please tick $(^{\prime \prime}\checkmark)$ the boxes marked "For". If you wish to vote against such resolution, please tick $(^{\prime \prime}\checkmark)$ the boxes marked "Against". Failure to complete the boxes will entitle your proxy to cast your votes at his discretion or abstain from voting. 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.
(e) Any member of the Company entitled to attend and vote at the Meeting is entitled to appoint another person (who must be an individual) as his proxy to attend and vote instead of him and a proxy so appointed shall have the same right as the member to speak at the Meeting. On a poll, votes may be given either personally or by proxy. A proxy need not be a member of the Company. A member may appoint any number of proxies to attend in his stead at the Meeting.
(f) Delivery of any instrument appointing a proxy shall not preclude a member from attending and voting in person at the Meeting or any adjournment thereof or poll concerned and, in such event, the instrument appointing a proxy shall be deemed to be revoked.
(g) In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the Meeting, whether in person or by proxy, that joint holder 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.
(h) 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 an officer or attorney or other person so authorised.
(i) 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 certified copy of such power or authority, must be deposited to the office of the Company's branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited, at 17th Floor, Far East Finance Centre, 16 Harcourt Road, Hong Kong (the "Share Registrar") not later than 48 hours before the time of the Meeting or any adjourned Meeting.
(j) Any alteration made to this form of proxy must be initialled by the person(s) who sign(s) it.

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 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. You/your proxy (or proxies) has/have the right to request access to and/or correction of the relevant personal data in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by post to the Share Registrar.

This form of proxy is written in English and Chinese. In case of any inconsistency, the English version shall prevail.