Intelligent Group Ltd
For the period ended Mar 4, 2026. Filed Mar 4, 2026.
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Mar 4, 2026 · Filed Mar 4, 2026
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INTJ$2.45+2.1%Stored close · as of Nov 6, 2026
Contents
EX-99.2 · NOTES
NOTES
IF YOU HAVE EXECUTED A STANDING PROXY, YOUR STANDING PROXY WILL BE VOTED AS INDICATED IN NOTE 2 BELOW, UNLESS YOU ATTEND THE EGM IN PERSON OR SEND IN A SPECIFIC PROXY.
| 1. | A proxy need not be a shareholder of the Company. A shareholder entitled to attend and vote at the EGM is entitled to appoint one or more proxies to attend and vote in his/her stead. |
| 2. | Any standing proxy previously deposited by a shareholder with the Company will be voted in favour of the resolutions to be proposed at the EGM unless revoked prior to the EGM or the shareholder attends the EGM in person or executes a specific proxy. |
| 3. | A form of proxy for use at the EGM is enclosed. We strongly encourage each shareholder to promptly cast votes by one of the following convenient methods: i) by internet; ii) by mail: you may vote by mail by completing, signing, dating, and returning your enclosed proxy card; or (iii) in person at the EGM: you may also attend the EGM to cast your vote personally. Proxies returned properly signed and completed will be voted as specified. If no specific instructions are included, proxies will be voted consistent with the Board’s recommendations (“FOR” voter support). You retain the right to revoke your proxy and vote personally at the EGM. If your shares are registered directly in your name with our transfer agent, please vote promptly using one of the methods described in the instructions. Your shares will be voted according to your directions. If your shares are held in “street name” through a broker, bank, or other nominee, please carefully follow the voting instructions provided by your broker, bank, or nominee to ensure your shares are voted as you direct. Shareholders of record may send a later-dated, signed proxy card so that it is received no later than 11:59 p.m. on March 26, 2026 U.S. Eastern time (or, in the case of an adjournment, no later than 48 hours before the time appointed for the holding of the adjourned meeting) or attend the EGM and vote in person. |
| 4. | If two or more persons are jointly registered as holders of a share, the vote of the senior person who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of other joint holders. For this purpose seniority shall be determined by the order in which the names stand on the Company’s register of shareholders in respect of the relevant shares. |
| 5. | A shareholder holding more than one share as of the Record Date (as defined below) entitled to attend and vote at the EGM need not cast the votes in respect of such shares in the same way on any resolution and therefore may vote a share or some or all such shares either for or against a resolution and/or abstain from voting a share or some or all of the shares and, subject to the terms of the instrument appointing any proxy, a proxy appointed under one or more instruments may vote a share or some or all of the shares in respect of which he is appointed either for or against a resolution and/or abstain from voting. |
| 6. | Two or more holders of shares which carry not less than one-half of all votes attaching to shares in issue and entitled to vote at the EGM, present in person or by proxy or, if a corporate or other non-natural person, by its duly authorised representative, shall constitute a quorum. |
| 7. | In accordance with Article 8.15 of the Articles of Association of the Company, the chairman of the Board of Directors shall preside as chairman at every general meeting of the Company. The current chairlady of the Company is Wai Lau, thus she shall preside as the chairlady of the EGM. |
| 8. | In accordance with Article 8.5 of the Articles of Association of the Company, the close of business on March 4, 2026, Eastern time (the “Record Date”) has been established as the record date for determining shareholders entitled to notice of, and to vote at, the EGM and any adjournments or postponements thereof. |
Exhibit A
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