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YANGZIJIANG MARITIME DEVELOPMENT LTD. AGM Information 2026

Feb 18, 2026

68361_rns_2026-02-18_21148536-1840-49e7-b76e-98f67fb13840.pdf

AGM Information

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NOTICE OF EXTRAORDINARY GENERAL MEETING

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YANGZIJIANG MARITIME DEVELOPMENT LTD.

(Incorporated in Singapore on 28 April 2025) (Company Registration No. 202518296E)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT an Extraordinary General Meeting (“ EGM ”) of YANGZIJIANG MARITIME DEVELOPMENT LTD. (the “ Company ”) will be held at 168 Robinson Road, #09-01, Capital Tower, Big Picture Theatre, Singapore 068912 on 6 March 2026 at 2.30 p.m. for the purpose of considering, and if thought fit, passing, with or without modifications, the following ordinary resolution:

All capitalised terms used below which are not defined herein shall have the same meaning ascribed to them in the Company’s circular to shareholders dated 19 February 2026 (the “ Circular ”), unless otherwise defined herein or where the context otherwise requires.

ORDINARY RESOLUTION: PROPOSED ADOPTION OF SHARE BUYBACK MANDATE

THAT:

  • (a) for the purposes of 76C and 76E of the Companies Act 1967 of Singapore (the “ Companies Act ”), the exercise by the Directors of the Company of all the powers of the Company to purchase or otherwise acquire issued ordinary shares of the Company (“ Shares ”) not exceeding in aggregate the Maximum Percentage (as hereafter defined), at such price or prices as may be determined by the Directors from time to time up to the Maximum Price (as hereafter defined), whether by way of:

  • (i) market purchase(s) (“ Market Purchases ”) on the Singapore Exchange Securities Trading Limited (“ SGX-ST ”) through the SGX-ST’s trading system, through one or more duly licensed stockbrokers appointed by the Company for the purpose; and/or

  • (ii) off-market purchase(s) effected pursuant to an equal access scheme in accordance with Section 76C of the Companies Act (“ Off-Market Purchases ”),

and otherwise in accordance with all other laws and regulations and rules of the SGX-ST as may for the time being be applicable, be and is hereby authorised and approved generally and unconditionally (the “ Share Buyback Mandate ”);

  • (b) unless varied or revoked by the Company in general meeting, the authority conferred on the Directors of the Company pursuant to the Share Buyback Mandate may be exercised by the Directors at any time and from time to time during the period commencing from the date of the passing of this Resolution and expiring on the earliest of:

  • (i) the date on which the next annual general meeting of the Company is held;

  • (ii) the date by which the next annual general meeting of the Company is required by law to be held; and

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NOTICE OF EXTRAORDINARY GENERAL MEETING

  • (iii) the date on which purchases and acquisitions of Shares pursuant to the Share Buyback Mandate are carried out to the full extent mandated;

  • (c) in this Resolution:

Average Closing Price ” means the average of the closing market prices of the Shares over the last five (5) Market Days on which transactions in the Shares were recorded, immediately preceding the date of the Market Purchase by the Company or, as the case may be, the date of the making of the offer pursuant to the Off-Market Purchase, and deemed to be adjusted in accordance with the Listing Manual for any corporate action which occurs during the relevant period of five (5) Market Days and the day on which the Market Purchase is made or, as the case may be, the date of the making of the offer pursuant to the Off-Market Purchase;

date of the making of the offer ” means the date on which the Company announces its intention to make an offer for an Off-Market Purchase, stating therein the purchase price (which shall not be more than the Maximum Price for an Off-Market Purchase calculated on the foregoing basis) for each Share and the relevant terms of the equal access scheme for effecting the Off-Market Purchase;

Market Day ” means a day on which the SGX-ST is open for trading in securities;

Maximum Percentage ” means that number of issued Shares representing 10% of the issued Shares of the Company as at the date of the passing of this Resolution (excluding treasury shares and subsidiary holdings (as defined in the Listing Manual of the SGX-ST)); and

Maximum Price ” in relation to a Share to be purchased or acquired, means the purchase price (excluding related brokerage, commission, applicable goods and services tax, stamp duties, clearance fees and other related expenses) which shall not exceed:

  • (i) in the case of a Market Purchase, 105% of the Average Closing Price of the Shares; and

  • (ii) in the case of an Off-Market Purchase, 120% of the Average Closing Price of the Shares; and

  • (d) any director of the Company (“ Director ”), or where required, any two Directors, be and is/are hereby authorised on behalf of the Company to perform all acts, matters or things (including executing all such documents as may be required) deemed by him/her/them to be necessary, desirable, incidental to, ancillary to or expedient in connection with the transactions contemplated and/or authorised by this Resolution.

BY ORDER OF THE BOARD

Ren Yuanlin Executive Chairman and Chief Executive Officer 19 February 2026

IMPORTANT: Please read notes below.

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NOTICE OF EXTRAORDINARY GENERAL MEETING

Notes:

The EGM is being convened and will be held physically at 168 Robinson Road, #09-01, Capital Tower, Big Picture Theatre, Singapore 068912 on 6 March 2026 at 2.30 p.m. (“Physical EGM”).

1. Access to Documents or Information Relating to the EGM

The documents and information relating to the EGM (including the Circular, Notice of EGM and Proxy Form) have been made available to members on the SGXNet at https://www.sgx.com/securities/company-announcements and at the Company’s website https://yzjmaritime.com/. Nevertheless, printed copies of this Notice of EGM and Proxy Form will be despatched to members. Shareholders may request physical copies of this Circular by electronic mail to [email protected] to be received by the Company no later than 2.30 p.m. on 27 February 2026.

2. Submission of Proxy Form to Vote

A member of the Company entitled to attend and vote at the EGM is entitled to appoint not more than 2 proxies to attend and vote in his/her stead. A proxy need not be a member of the Company.

A member who is not a relevant intermediary (as defined in section 181 of the Singapore Companies Act 1967) is entitled to appoint not more than 2 proxies and where 2 proxies are appointed, shall specify the proportion of shareholding to be represented by each proxy.

A member who is a relevant intermediary is entitled to appoint more than 2 proxies and where such member’s proxy form appoints more than 1 proxy, the number of and class of shares in relation to which each proxy has been appointed shall be specified in the proxy form. Each proxy must be appointed to exercise the rights attached to the different share or shares held by such member.

In any case where more than 1 proxy is appointed, the proportion of the shareholding concerned to be represented by each proxy shall be specified in the proxy form. If no such proportion or number is specified, the first named proxy may be treated as representing 100 per cent of the shareholding and any second named proxy as an alternate to the first named.

Investors holding shares under the Central Provident Fund Investment Schemes (“ CPFIS ”) and/or Supplementary Retirement Scheme (“ SRS ”) should approach their respective CPF Agent Banks or SRS Operators to submit their votes at least 7 working days before the EGM, no later than 2.30 p.m. on 24 February 2026 . CPF/SRS Investors should contact their respective CPF Agent Banks or SRS Operators for any queries they may have with regard to the appointment of proxy for the EGM.

The instrument appointing a proxy, together with the power of attorney or other authority under which it is signed (if applicable) or a duly certified copy thereof, must be submitted by post, be deposited to the registered office of the Company at 9 Raffles Place, #54-01 Republic Plaza, Singapore 048619, no later than 2.30 p.m., on 3 March 2026 , being not less than 72 hours before the time appointed for the holding of the EGM.

The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies. In addition, in the case of shares entered in the Depository Register (as defined in Section 81F of the SFA), the Company may reject any instrument appointing a proxy or proxies lodged if the member, being the appointor, is not shown to have shares entered against his/her name in the Depository Register as at 72 hours before the time appointed for holding the EGM no later than 2.30 p.m. on 3 March 2026 , as certified by The Central Depository (Pte) Limited to the Company.

A corporation which is a member of the Company may authorise by resolutions of its directors or other governing body, such person as it thinks fit to act as its representative at the meeting.

The instrument appointing a proxy must be signed by the appointor or his/her attorney duly authorised in writing. Where the instrument appointing a proxy is executed by a corporation, it shall be executed either under its common seal or under the hand of any officer or attorney duly authorised. The power of attorney or other authority, if any, under which the instrument of proxy is signed on behalf of the member or duly certified copy of that power of attorney or other authority (failing previous registration with the Company) shall be attached to the instrument of proxy, failing which the instrument may be treated as invalid.

3. Submission of Questions in Advance

Members may submit their questions in relation to the business of the EGM by email to [email protected]. All questions must be submitted at least 7 calendar days from the date of this Notice of EGM, no later than 2.30 p.m. on 27 February 2026 (“Cut-Off Time”) . After the Cut-Off Time, if there are subsequent clarifications or follow-ups on the questions submitted, these will be addressed at the Physical EGM.

The Company will endeavour to address questions which are substantial and relevant and received from members who are verifiable against the Depository Register or the Register of Members.

Verified members and Proxy(ies) attending the Physical EGM will be able to ask questions in person at the EGM venue. The Company will, within 30 days after the date of the EGM, publish the minutes of the EGM on SGXNET and the Company’s website and the minutes will include the responses to the questions referred to above.

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NOTICE OF EXTRAORDINARY GENERAL MEETING

4. General

The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies. In addition, in the case of Shares entered in the Depository Register, the Company may reject any instrument appointing a proxy or proxies lodged if the member, being the appointor, is not shown to have Shares entered against his/her name in the Depository Register as at seventy-two (72) hours before the time appointed for holding the EGM of the Company, as certified by The Central Depository (Pte) Limited to the Company.

5. Personal data privacy:

By attending the Physical EGM and/or any adjournment thereof and/or submitting the Proxy Form appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the Physical EGM and/or any adjournment thereof, a member of the Company (a) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents or service providers) for the purpose of the processing and administration by the Company (or its agents or service providers) of proxies and representatives appointed for the EGM (including any adjournment thereof) and the preparation and compilation of the attendance lists, minutes and other documents relating to the EGM (including any adjournment thereof), and in order for the Company (or its agents or service providers) to comply with any applicable laws, listing rules, regulations and/or guidelines (collectively, the “ Purposes ”), and (b) warrants that where the member discloses the personal data of the member’s proxy(ies) and/or representative(s) to the Company (or its agents or service providers), the member has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents or service providers) of the personal data of such proxy(ies) and/or representative(s) for the Purposes and (c) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and damages as a result of the member’s breach of warranty.

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