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WALNUT CAPITAL LIMITED

胡桃資本有限公司

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

(Stock Code: 905)

POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 26 MAY 2026

The Board is pleased to announce that at the AGM held on Tuesday, 26 May 2026, all the resolutions as set out in the Notice were duly passed by the Shareholders by way of poll.

Reference is made to the circular (the "Circular") of Walnut Capital Limited (the "Company") and the notice (the "Notice") of the annual general meeting (the "AGM") both dated 30 April 2026. Unless the context otherwise requires, capitalised terms used in this announcement shall have the same meanings as those defined in the Circular.

POLL RESULTS OF THE AGM

The Board is pleased to announce that at the AGM held on Tuesday, 26 May 2026, all the resolutions as set out in the Notice were duly passed by the Shareholders by way of poll.

The poll results in respect of the resolutions proposed at the AGM were as follows:

| ORDINARY RESOLUTIONS (Note) | | Number of votes
(Approximate %) | |
| --- | --- | --- | --- |
| | | For | Against |
| 1. | To receive, consider and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors (the “Directors”) and the auditor of the Company for the year ended 31 December 2025. | 592,477,940
(100%) | 0
(0%) |
| 2. | To re-elect Mr. Mung Bun Man, Alan as executive Director. | 592,477,940
(100%) | 0
(0%) |
| 3. | To re-elect Mr. Mung Hon Ting, Jackie as non-executive Director. | 592,477,940
(100%) | 0
(0%) |
| 4. | To authorise the board (the “Board”) of Directors to fix the Directors’ remuneration. | 592,477,940
(100%) | 0
(0%) |
| 5. | To appoint Jon Gepsom CPA Limited as the auditors of the Company and to authorise the Board to fix its remuneration. | 592,477,940
(100%) | 0
(0%) |
| 6. | To grant a general mandate to the Directors to allot, issue and deal with additional shares of the Company pursuant to ordinary resolution numbered 6 of the Notice. | 592,477,940
(100%) | 0
(0%) |
| 7. | To give a general mandate to the Directors to repurchase shares of the Company pursuant to ordinary resolution numbered 7 of the Notice. | 592,477,940
(100%) | 0
(0%) |
| 8. | To extend the general mandate granted to the Directors to issue new shares of the Company pursuant to ordinary resolution numbered 8 of the Notice. | 592,477,940
(100%) | 0
(0%) |

Note: The full text of the ordinary resolutions are set out in the Notice.

As more than 50% of the votes were cast in favour of each of the proposed resolutions numbered 1 to 8, the resolutions numbered 1 to 8 were duly passed as ordinary resolutions by way of poll at the AGM.

As at the date of the AGM, a total of 1,050,500,887 Shares were in issue, which was the total number of Shares entitling the Shareholders thereof to attend and vote for or against the resolutions at the AGM. There were (a) no treasury shares held by the Company (including any treasury shares held or deposited with the Central Clearing and Settlement System established and operated by Hong Kong Securities Clearing Company Limited) as at the date of the AGM and as such no voting rights of treasury shares have been exercised at the AGM; and (b) no repurchased Shares which are pending cancellation and should be excluded from the total number of issued Shares for the purpose of the AGM. There were no restrictions on the Shareholders to cast votes on the resolution proposed at the AGM. To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, there were no Shares entitling the Shareholders to attend and abstain from voting in favour of the proposed resolutions at the AGM as set out in Rule 13.40 of the Listing Rules and no Shareholders were required to abstain from voting on the proposed resolutions at the AGM under the Listing Rules. No parties have indicated in the Circular that they intend to vote against or to abstain from voting on any of the resolutions proposed at the AGM.

The Company's Hong Kong branch share registrar and transfer office, Tricor Investor Services Limited, was appointed as the scrutineer at the AGM for the purpose of vote-taking.

All Directors attended the AGM either in person or by electronic means.

By order of the Board

Walnut Capital Limited

Mung Kin Keung

Co-chairman

Hong Kong, 26 May 2026

As at the date of this announcement, the Board comprises two executive Directors, namely Mr. Mung Kin Keung (Co-chairman) and Mr. Mung Bun Man, Alan; one non-executive Director, namely Mr. Mung Hon Ting, Jackie (Co-chairman); and three independent non-executive Directors, namely Mr. Fung Wai Ching, Mr. Chung Wang Hei and Ms. Cheng Hiu Ching.