Amber International Holding Ltd
For the period ended Sep 28, 2026. Filed Sep 28, 2026.
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Sep 28, 2026 · Filed Sep 28, 2026
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EX-99.3 · FORM OF PROXY
FORM OF PROXY
FORM OF PROXY FOR USE BY SHAREHOLDERS OF AMBER INTERNATIONAL HOLDING LIMITED (THE “COMPANY”) AT THE ANNUAL GENERAL MEETING OF THE COMPANY (THE “MEETING”) TO BE HELD AT 1 WALLICH STREET, #30-02 GUOCO TOWER, SINGAPORE, ON OCTOBER 23, 2026 AT 9:00 A.M. (SINGAPORE TIME), OR OCTOBER 22, 2026 AT 9:00 P.M. (NEW YORK TIME)
I/We (note (1))
of
being the registered holder(s) of (note (2))
shares of US$0.001 each in the capital of the Company (“Share(s)”), hereby appoint (note (3)) the chairman of the Meeting
or
of
to act as my/our proxy for the Meeting to be held at 1 Wallich Street, #30-02 Guoco Tower, Singapore, on October 23, 2026 at 9:00 a.m. (Singapore time), or on October 22, 2026 at 9:00 p.m. (New York time) and at any adjournment thereof and to vote on my/our behalf as directed below.
Please indicate with a “X” in the spaces provided how you wish the proxy to vote on your behalf.
| Resolutions: | FOR | AGAINST | ABSTAIN | |
| 1. | AS A SPECIAL RESOLUTION THAT, the grant of a one-off incentive share award to Mr. Michael Wu, consisting of an aggregate of 23,469,189 Class B ordinary shares, which shall be fully vested and issued on October 23, 2026, and all transactions contemplated thereby, including the issuance of such Class B ordinary shares pursuant thereto be, and hereby is, approved; | ¨ | ¨ | ¨ |
| 2. | AS AN ORDINARY RESOLUTION THAT, the appointment of Mr. Michael Wu as a director and chairman of the board of directors of the Company be, and hereby is, approved and ratified; | ¨ | ¨ | ¨ |
| 3. | AS AN ORDINARY RESOLUTION THAT, the appointment of Ms. Jie Jiao as an independent director of the Company be, and hereby is, approved and ratified; | ¨ | ¨ | ¨ |
| 4. | AS AN ORDINARY RESOLUTION THAT, the appointment of Ms. Vicky Wang as a director of the Company be, and hereby is, approved and ratified; | ¨ | ¨ | ¨ |
| 5. | AS AN ORDINARY RESOLUTION THAT, the appointment of Mr. Yi Bao as a director of the Company be, and hereby is, approved and ratified; | ¨ | ¨ | ¨ |
| 6. | AS AN ORDINARY RESOLUTION THAT, the appointment of Ms. Noorsurainah Tengah as an independent director of the Company be, and hereby is, approved and ratified; | ¨ | ¨ | ¨ |
| FOR | AGAINST | ABSTAIN | ||
| 7. | AS AN ORDINARY RESOLUTION THAT, the appointment of Mr. Daniel-Philippe Mamadou-Blanco as an independent director of the Company be, and hereby is, approved and ratified; and | ¨ | ¨ | ¨ |
| 8. | AS AN ORDINARY RESOLUTION THAT, the Company's Post-IPO Share Incentive Plan, as amended and restated by the board of directors of the Company on May 16, 2025, including the increase of the share reserve to 11,000,000 Class A ordinary shares and the annual increase under Section 3.1 thereof be, and hereby is, confirmed, approved and ratified. | ¨ | ¨ | ¨ |
I/we also hereby authorise/do not authorise* my/our said proxy to vote for me/us on my/our behalf in respect of any other resolutions and/or amended resolutions in his absolute discretion at the annual general meeting, or at any adjournment thereof.
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