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WLS Holdings Limited Proxy Solicitation & Information Statement 2026

Mar 20, 2026

51219_rns_2026-03-20_5cc120aa-d802-4ffb-8ae3-0fbb8c8e54fb.pdf

Proxy Solicitation & Information Statement

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WLS Holdings Limited

匯隆控股有限公司*

(Incorporated in the Cayman Islands and continued in Bermuda with limited liability)

(Stock Code: 8021)

FORM OF PROXY FOR USE AT THE SPECIAL GENERAL MEETING (THE "SGM") OF WLS HOLDINGS LIMITED (THE "COMPANY") TO BE HELD AT 11:00 A.M. ON TUESDAY, 14 APRIL 2026 AT PORTION 2, 12TH FLOOR, THE CENTRE, 99 QUEEN'S ROAD CENTRAL, HONG KONG (AND ANY ADJOURNMENT THEREOF)

I/We(1)

of

being the registered holder(s)

of

ordinary share(s)(2) of HK$0.01 each in the capital of the Company, HEREBY APPOINT(3)

of

or, the Chairman of the SGM, as my/our proxy to vote and act for me/us at the SGM (or any adjournment thereof), to be held at 11:00 on Tuesday, 14 April 2026, at Portion 2, 12th Floor, The Centre, 99 Queen's Road Central, Hong Kong for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice dated 20 March 2026 convening the SGM (the "Notice") and to vote for me/us and in my/our name(s) in respect of each resolution as indicated below or, if no such indication is given, as my/our proxy(ies) thinks fit(4).

Please tick ("✓") the appropriate box to indicate how you wish your votes in respect of each resolution to be cast.

SPECIAL RESOLUTION FOR(4) AGAINST(4)
1. To approve the proposed Capital Reorganisation as set out in the Notice.
ORDINARY RESOLUTION FOR(4) AGAINST(4)
2. To approve the proposed Rights Issue, the Placing Agreement and the transactions contemplated thereunder as set out in the Notice.

Please refer to the Notice for the full text of the resolutions.

Signature(s)(5): _________

Date: _________ 2026

Notes:

  1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The name of all joint holders should be stated
  2. Please insert the number of shares of the Company registered in your name(s) to which the 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).
  3. If any proxy other than the Chairman is preferred, strike out the words "or, the Chairman of the AGM" and insert the name and address of the proxy desired in the space provided. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE AGM WILL ACT AS YOUR PROXY. 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 RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE APPROPRIATE BOX MARKED "AGAINST". Failure to tick any or all of the boxes will entitle your proxy to cast his/her vote at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution(s) properly put to the AGM other than that referred to in the Notice.
  5. This form of proxy must be signed by you or your attorney duly authorised in writing or, if in the case of a corporation, must be either executed under its seal or under the hand of an officer, attorney or other person authorised to sign the same.
  6. Any shareholder of the Company entitled to attend and vote at the SGM shall be entitled to appoint another person as his/her/its proxy to attend and vote instead of him/her/it. A shareholder who is the holder of two or more shares may appoint more than one proxy(ies) to represent him/her/it and vote on his/her/its behalf. A proxy needs not to be a shareholder of the Company.
  7. 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 certified copy thereof, must be deposited at 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 by 11:00 a.m (Hong Kong time) on Sunday, 12 April 2026 or not later than 48 hours before the time appointed for holding the adjourned meeting.
  8. Completion and delivery of this form of proxy shall not preclude a shareholder of the Company from attending and voting in person at the SGM, 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, either in person or by proxy, in respect of such share as if he/she/it was solely entitled thereto; but if more than one of such joint holders be present at the SGM, 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 such joint holding.
  10. Any voting at the SGM shall be taken by poll.
  11. For identification purpose only

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 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/Union Registrars Limited at the above address.