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Boqii Holding Ltd

For the period ended Apr 20, 2026. Filed Apr 20, 2026.

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What a company based outside the US has published at home or sent to its shareholders. It is how many foreign companies share results and news between annual reports.

Apr 20, 2026 · Filed Apr 20, 2026

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BQ$0.42-5.9%Stored close · as of Nov 6, 2026
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EX-99.2 · PROXY STATEMENT

proxy statements, proxy cards and annual reports electronically via e-mail or the Internet. To sign up for electronic delivery, please follow the instructions above to vote using the Internet and, when prompted, indicate that you agree to receive or access proxy materials electronically in future years. VOTE BY PHONE - 1-800-690-6903 Use any touch-tone telephone to transmit your voting instructions up until 11:59 p.m. Eastern Time on May 4, 2026. Have your proxy card in hand when you call and then follow the instructions. VOTE BY MAIL Mark, sign and date your proxy card and return it in the postage-paid envelope we have provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717. TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: V96118-P53158 KEEP THIS PORTION FOR YOUR RECORDS THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. DETACH AND RETURN THIS PORTION ONLY BOQII HOLDING LIMITED The Board of Directors recommends you vote FOR the following proposals: 1. Capital Reduction Proposal - to approve, by special resolution, that conditional upon the registration by the Registrar of Companies of the Cayman Islands (the “Cayman Registrar”) of the solvency statement and minute containing the particulars required under the Companies Act (As Revised) of the Cayman Islands (the “Companies Act”) with respect to the Capital Reduction (as defined below); (i) the par value of each authorized and issued share in the capital of the Company be reduced from US$0.16 per share to US$0.0000001 per share such that the issued share capital be reduced by cancelling the paid-up capital of the Company to the extent of US$0.1599999 on each of the then issued shares of the Company (the “Capital Reduction”); (ii) the credit arising from the Capital Reduction be transferred to a distributable reserve account of the Company which may be utilized by Company as the board of directors (the “Board”) may deem fit and permitted under the Companies Act, the Fourteenth Amended and Restated Articles and Memorandum of Association (the “Existing Articles”) and all relevant applicable laws, including, without limitation, eliminating or setting off any accumulated losses of the Company (if any) from time to time; (iii) immediately following the Capital Reduction, each of the authorized but unissued shares in the capital of the Company be sub-divided into 1,600,000 shares of a par value of US$0.0000001 each (the “Share Sub-Division”); (iv) immediately following the Capital Reduction and the Share Sub-Division, the authorized share capital of the Company shall be changed, FROM: US$20,000,000 divided into 125,000,000 shares comprising (a) 93,750,000 Class A ordinary shares of par value of US$0.16 each; (b) 12,500,000 Class B ordinary shares of par value of US$0.16 each; (c) 1,000,000 Class C ordinary shares of par value of US$0.16 each; and (d) 17,750,000 shares of US$0.16 each of such Class or Classes (however designated) as the Board may determine in accordance with the Existing Articles. TO: US$12.5 divided into 125,000,000 shares comprising (a) 93,750,000 Class A ordinary shares of par value of US$0.0000001 each; (b) 12,500,000 Class B ordinary shares of par value of US$0.0000001 each; (c) 1,000,000 Class C ordinary shares of par value of US$0.0000001 each; and (d) 17,750,000 shares of US$0.0000001 each of such Class or Classes (however designated) as the Board may determine in accordance with the Existing Articles by cancelling the excess authorized but unissued shares in the authorized share capital of the Company, and of which 4,879,614 ordinary shares of par value of US$0.0000001 each that are issued and outstanding, comprising 4,298,128 Class A ordinary shares of par value of US$0.0000001 each, 81,486 Class B ordinary shares of par value of US$0.0000001 each, and 500,000 Class C ordinary shares of par value of US$0.0000001 each; For Against Abstain 2. Recapitalization Proposal - to approve, by ordinary resolution, that immediately upon the approval and effectiveness of Capital Reduction Proposal above, the authorized share capital of the Company be increased from US$12.5 divided into 125,000,000 shares comprising (a) 93,750,000 Class A ordinary shares of par value of US$0.0000001 each; (b) 12,500,000 Class B ordinary shares of par value of US$0.0000001 each; (c) 1,000,000 Class C ordinary shares of par value of US$0.0000001 each; and (d) 17,750,000 shares of US$0.0000001 each of such Class or Classes (however designated) as the Board may determine in accordance with the Existing Articles to US$2,000 divided into 20,000,000,000 shares comprising (a) 15,000,000,000 Class A ordinary shares of par value of US$0.0000001 each; (b) 1,000,000,000 Class B ordinary shares of par value of US$0.0000001 each; (c) 1,000,000,000 Class C ordinary shares of par value of US$0.0000001 each; and (d) 3,000,000,000 shares of US$0.0000001 each of such Class or Classes (however designated) as the Board may determine in accordance with the Existing Articles by way of creation of authorized but unissued (a) 14,906,250,000 Class A ordinary shares of par value of US$0.0000001 each; (b) 987,500,000 Class B ordinary shares of par value of US$0.0000001 each; (c) 999,000,000 Class C ordinary shares of par value of US$0.0000001 each; and (d) 2,982,250,000 shares of US$0.0000001 each of such Class or Classes (however designated) as the Board may determine in accordance with the Existing Articles; 3. Articles Amendment Proposal - to approve, by special resolution, that immediately upon the approval and effectiveness of Capital Reduction Proposal and Recapitalization Proposal above, the Existing Articles be amended and restated by the deletion in their entirety and the substitution in their place of the Fifteenth Amended and Restated Memorandum and Articles of Association in the form as attached to the proxy statement as Annex A (the “New Articles”); 4. Share Consolidation Proposal - to approve, by ordinary resolution, that conditional upon the subsequent

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