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Wison Engineering Services Co. Ltd. Proxy Solicitation & Information Statement 2026

Apr 24, 2026

50467_rns_2026-04-23_7b5cefab-5962-4c5a-bd93-77ae96798d27.pdf

Proxy Solicitation & Information Statement

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WISON

WISON ENGINEERING SERVICES CO. LTD.

惠生工程技術服務有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2236)

Form of proxy for the Annual General Meeting to be held on Friday, 5 June 2026

I/We (Note 1)

of

being the registered holder(s) of (Note 2) _________ share(s) of HK$0.10 each in the share capital of

Wison Engineering Services Co. Ltd. (the "Company") HEREBY APPOINT THE CHAIRMAN OF THE ANNUAL GENERAL

MEETING or (Note 3)

of

as my/our proxy to attend and act for me/us at the Annual General Meeting (and any adjournment or postponement thereof) of the said Company to be held at 633 Zhongke Road, Zhangjiang Hi-Tech Park, Pudong New Area, Shanghai, PRC on Friday, 5 June 2026 at 10:00 a.m. (the "Meeting") for the purposes of considering and, if thought fit, passing the Resolutions as set out in the Notice of Annual General Meeting and in respect of any other business that may properly come before the Meeting (and at any adjournment or postponement thereof) to vote for me/us and in my/our name(s) in respect of the Resolutions as indicated below, or if no such indication is given, as my/our proxy thinks fit (Note 4).

ORDINARY RESOLUTIONS FOR (Note 4) AGAINST (Note 4)
1. To receive and consider the audited consolidated financial statements and the reports of the directors (the “Directors”) and the auditors (the “Auditors”) of the Company and its subsidiaries for the year ended 31 December 2025.
2. (a) To re-elect Mr. Zhou Hongliang as an executive Director;
(b) To re-elect Prof. Shi Donghui as an independent non-executive Director;
(c) To re-elect Prof. Dong Jing as an independent non-executive Director; and
(d) To authorize the board of directors of the Company (the “Board”) to determine the Directors’ remuneration.
3. To re-appoint Messrs. Ernst & Young as the Auditors and to authorize the Board to fix their remuneration.
4. To grant a general mandate to the Directors to repurchase shares of the Company not exceeding 10% of the total number of issued shares of the Company as at the date of passing of this resolution.
5. To grant a general mandate to the Directors to allot, issue and deal with additional shares of the Company not exceeding 20% of the total number of issued shares of the Company as at the date of passing of this resolution.
6. To extend the general mandate granted to the Directors to allot, issue and deal with shares by the number of shares repurchased.

Dated this __ day of __ 2026

Signature: _________ (Note 5)


Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint holders should be stated.

  2. Please insert the number of shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).

  3. If any proxy other than the Chairman of the Annual General Meeting is preferred, strike out the words “THE CHAIRMAN OF THE ANNUAL GENERAL 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 INITIALLED BY THE PERSON WHO SIGNS IT.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “AGAINST”. Failure to complete any or all the boxes will entitle your proxy to cast his votes or abstain at his discretion. Your proxy will also be entitled to vote or abstain at his discretion on any resolution put to the Meeting.

  5. This form of proxy shall be in writing under the hand of the appointor or of his attorney duly authorized in writing or, if the appointor is a corporation, either under its seal or under the hand of an officer, attorney or other person authorized to sign the same. In the case of this form of proxy purporting to be signed on behalf of a corporation by an officer thereof it shall be assumed, unless the contrary appears, that such officer was duly authorized to sign this form on behalf of the corporation without further evidence of the fact.

  6. Any member entitled to attend and vote at the Meeting is entitled to appoint another person as his proxy to attend and vote instead of him. A member holding two or more shares may appoint more than one proxy. A member may appoint a proxy in respect of part only of his holding of shares in the Company. A proxy need not be a member of the Company.

  7. This form of proxy, together with the power of attorney or other authority (if any) under which it is signed or a certified copy thereof, shall be delivered to the Company's branch share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not less than 48 hours before the time appointed for holding the Meeting (i.e. before 10:00 a.m. on Wednesday, 3 June 2026) or adjourned or postponed meeting at which the person named in this form proposes to vote not less than 48 hours before the time appointed for the taking of the poll and in default this form of proxy shall not be treated as valid.

  8. Delivery of this form of proxy shall not preclude a member from attending and voting in person at the Meeting and in such event, this form of proxy shall be deemed to be revoked.

  9. Where there are joint holders of any share, any one of such joint holders may vote at the Meeting, either in person or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders be present at the Meeting, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose, seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

  10. The description of each resolution herein is by way of summary only. The full text of the relevant resolutions are set out in the notice of the Meeting is set out in the Company's circular dated 24 April 2026.

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 AGM 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 (Chapter 486 of the Laws of Hong Kong) and any such request should be in writing by mail to Computershare Hong Kong Investor Services Limited at the above address.