AI assistant
Voicecomm Technology Co., Ltd. — Proxy Solicitation & Information Statement 2026
Jan 15, 2026
50625_rns_2026-01-15_c1b7ff95-454c-4d9e-94a5-ea2ca473dbc4.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
宾
声通科技
voicecomm
Voicecomm Technology Co., Ltd.*
聲通科技股份有限公司
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2495)
| Number of shares to which this form of proxy relates1 | Unlisted Shares |
|---|---|
| H Shares |
FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON JANUARY 30, 2026 OR ANY ADJOURNMENT THEREOF
I/We² __ (name)
of __ (address)
being the registered holder(s) of³ _____
Unlisted Shares/H Shares of Voicecomm Technology Co., Ltd.* (the "Company") with a nominal value of RMB1.00 each in the share capital of the Company, hereby appoint⁴ the Chairman (the "Chairman") of the extraordinary general meeting (the "EGM") of the Company or __ (name)
of __ (address)
as my/our proxy to attend and vote on the resolutions as set out on the notice of the EGM dated January 15, 2026 for me/us and on my/our behalf at the EGM to be held at 7DEF, Building G, Weijing Center, No. 2337 Gudai Road, Minhang District, Shanghai, the PRC on Friday, January 30, 2026 at 2:00 p.m. (and at any adjournment thereof) for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice of EGM and at such EGM (or at any adjournment thereof) to vote for me/us on my/our behalf in respect of the resolutions as hereunder indicated or, if no such in dictation is given, as my/our proxy thinks fit.
Please tick ("y") the appropriate boxes to indicate how you wish your vote(s) to be cast⁵.
| SPECIAL RESOLUTIONS | FOR | AGAINST | ABSTAIN | |
|---|---|---|---|---|
| 1. | To consider and approve the proposal on the proposed amendments to the Articles of Association. | |||
| 2. | To consider and approve the grant of H Share Repurchase Mandate to repurchase H Shares. | |||
| 3. | To consider and approve the adoption of the 2026 Share Scheme. | |||
| 4. | To consider and approve the proposed authorization to the Board and/or authorized person to handle matters relating to the 2026 Share Scheme. |
Date: __
Signature(s)⁶ __
Notes:
- Please insert the number of shares to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.
- Full name(s) and address(es) as shown in the register of the Company to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.
- Please insert the number of shares under your name(s).
- If any proxy other than the Chairman is preferred, please strike out the words "the Chairman of the extraordinary general meeting of the Company" and insert the name and address of the proxy desired. Any shareholder of the Company may appoint one or more proxies to attend the EGM and vote for him/her. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE GENERAL MEETING WILL ACT AS YOUR PROXY. A proxy need not be a shareholder of the Company, but must attend the EGM (or any adjournment thereof) to represent you. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.
- IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK ("y") THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK ("x") THE BOX MARKED "AGAINST". IF YOU WISH TO ABSTAIN, PLEASE TICK ("i") IN THE BOX MARKED "ABSTAIN". Any Shares voted as "Abstain" will be counted in the calculation of the required majority for passing the resolutions. If this form of proxy is returned duly signed but no direction is given, your proxy may vote for or against the resolution 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 EGM other than those referred to in the notice convening the EGM.
- This form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of an officer or attorney duly authorized to sign the same. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGNS IT.
- In the case of joint registered holders of any shares, any one of such persons may vote at the EGM, either personally or by proxy, in respect of such shares as if he/she was solely entitled thereto; but if more than one of such joint registered holders be present at the EGM, either personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such shares shall alone be entitled to vote in respect thereof to the exclusion of the votes of the other joint registered holders.
- In order to be valid, this completed form of proxy together with the power of attorney (if any) under which it is signed or a notarially certified copy (such certification to be made by either a notary public or a solicitor qualified to practice in Hong Kong thereof), must be deposited at the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong (for holders of H Shares of the Company) or the business address of the Company at 4th Floor, F11 Building, Phase 4.1, Wuhan Software New City, East Lake High-tech Development Zone, Wuhan, Hubei Province, the PRC (for Unlisted Shareholders of the Company) not less than 24 hours before the time appointed for the EGM (i.e. not later than 2:00 p.m. on Thursday, January 29, 2026).
- The Company reserves the right to treat any form of proxy which has been incorrectly completed in some manner which (at its absolute discretion) is not material as being valid.
- Pursuant to Rule 13.39(4) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, all resolutions set out in the notice of the EGM will be decided by poll at the EGM.
- Completion and delivery of the form of proxy will not preclude you from attending and voting at the EGM in person if you so wish. If you attend and vote at the EGM, the authority of your proxy will be revoked.
- References to time and dates in this form of proxy are to Hong Kong time and dates.
- Unless otherwise defined, capitalized terms used in this form shall have the same meanings as those defined in the circular of the Company dated January 15, 2026 (the "Circular").
- Full text of the resolutions are set out in the notice of the EGM.
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 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 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 at 4th Floor, F11 Building, Phase 4.1, Wuhan Software New City, East Lake High-tech Development Zone, Wuhan, Hubei Province, the PRC or Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong or by email to [email protected].
- For identification purpose only