AFC Group Holdings Limited Annual Meeting Presentations

AFC Group Holdings Limited AGM– 15 September 2025


1.0 Introduction

Good Afternoon

My name is Howard Long. I am the Interim CFO of AFC Group Holdings Limited.

It is my pleasure to chair the Virtual Annual General Meeting of AFC Group Holdings
Limited. AFC has decided not to offer the Annual Shareholders’ Meeting in person this
year. Therefore, shareholders can attend the Meeting through a Zoom meeting only.

It is 2:00 pm, and it is time to start the Meeting.

- I am advised that:
o The correct notice has been given.
o We have a quorum of online participants present, and therefore, we have
a correctly constituted meeting.

2.0 Welcome

I would like to welcome you all to our Virtual Annual Meeting of AFC.

The minutes of the Annual Meeting held on 15 September 2025 have been approved
by the Directors and are available for inspection.

I would like to introduce:
My fellow Directors
Yang Xia
Charles Cao
Karen Ma
Jacky Wang
Shuang Xia
David Chen

I advise that we have received 40 proxies representing 3,189,170,278 shares, which
is 87.03% of the total valid securities voted.

I confirm that this is a meeting of shareholders of AFC Group Holdings Limited.
Shareholders have the right to attend and vote.

We have other persons here, and we note that the Chair has the option of accepting
questions or comments from non-shareholders at their absolute discretion.

I ask all shareholders to ensure that if you wish to vote on the date, you need to email
your Shareholder details, CSN/Security Holder Number, your registered name and
address and your voting intentions for each Resolution or scan your proxy/voting form
to accounts@afcnz.com by 3:00 pm on Friday, 15 September 2025. You also need to
have a form in case of a poll being called.

Finally, I ask that all mobile phones be turned off or to silent.

3.0 Apologies

Do we have any other apology?

There are no other apologies


4.0 Chairman’s letter

Now, I will read the following chairman’s letter.

“Dear Shareholders and Guests,

Good afternoon and welcome to you all.

The Board of Directors present the outcome for the financial year ending 31 March
2025. AFC Group Holdings Limited ("AFC" or "the Company”) failed to sustain the
positive momentum achieved in the prior fiscal period. The performance shortfall
primarily stemmed from a significant downturn in overseas wines sales due to
weakening demand from overseas, as well as slower than expected progress in new
business development. These operational challenges, coupled with an unfavourable
international trading environment and macroeconomic conditions, impacted the
Company’s financial performance during the period.

The Company reported revenues totalling $741,088 in the financial year 2025, a
decrease of 44% from last financial year. Driven by the substantial revenue reduction,
combined with the difficulty in adjusting fixed operating costs proportionately, the
Company incurred a net loss of $184,806 for this period, compared to a net profit of
$53,911 in financial year 2024. This financial setback has weakened the Company's
equity position, leaving net equity at $243,574. No dividends have been declared or
paid for the 12 months ended 31 March 2025.

As at 31 March 2025, the Company recorded a total asset of $2,129,822, including
cash and cash equivalents of $3,760. The Company will need to continue raise funds
to maintain business operations.

AFC is well aware of the high level of uncertainty in the market. Despite the challenges,
the Group has developed a series of actions to navigate through the current difficulties,
achieve future revenue growth and create value for shareholders:

• AFC Longview Limited (“AFCLV” and “Longview Estate”)
AFCLV is actively pursuing enhanced productivity and market presence. To extend
market reach and accelerate sales growth, AFCLV plans to expand its current product
line to make our wines more accessible to a wider audience. In addition, the company
endeavours to strengthen its overseas sales channels in order to increase sales in
China. Domestically, AFCLV is boosting customer engagement through targeted email
campaigns, social media activations, and participation in wine exhibitions.

• AFC Biotechnology Manufacture Co Ltd
To drive sales growth, the company will enhance distributor collaboration, refine
agency agreements, and extend its secondary distribution footprint.

• AFC Group Holdings Limited
AFC is actively exploring new business opportunities. Serving as a pivotal link for trade
and investment between New Zealand and China, the AFC has been actively involved
in international arenas. We participated in the 7th China International Import Expo and
the "EFOODLINE" global e-commerce platform, promoting our products and
facilitating the entry of SMEs from both countries to access wider international markets.
We remain dedicated to our corporate social responsibilities and improving the welfare
of communities across New Zealand and China.

Despite the challenges ahead, AFC will focus on aligning strategies and accelerating
operational execution to address market volatility and drive operational efficiency.

Our strategic priorities include expanding our market footprint, identifying new
opportunities for business growth, and enhancing operational efficiencies. The Board
remains optimistic that these focused efforts will enhance shareholder value and drive
our long-term growth objectives.

5.0 Meeting Agenda

Moving on to the business of the Meeting.

The business of this Annual Meeting is set out in the Notice of Meeting sent to
Shareholders along with the explanatory notes.

The Directors have previously advised all shareholders to read the document carefully
before making any decisions.

Resolution 1: Annual Report
To receive and consider the Annual Report, including the audit report and financial
statements, for the year ended 31 March 2025, if thought fit, to pass the following
ordinary resolution:
“That the Annual Report be received.”
I move the resolution. Do we have a seconder? Thank you ______________

Is there any discussion?

I now put the resolution.

All in favour, please say Aye

Those against please say no

I declare the motion ______________

Resolution 2: Re-election of Director
To consider and, if thought fit, to pass the following ordinary resolution:

“That Yang Xia, who retires by rotation and is eligible for re-election, be elected
as a non-executive director of the Company.”

I move the resolution. Do we have a seconder? Thank You _____________

Is there any discussion?

I now put the resolution.

All in favour, please say Aye

Those against, please say no

I declare the motion ___________


Resolution 3: Re-election of Director
To consider and, if thought fit, to pass the following ordinary resolution:

“That Bo Xian(Charles) Cao, who retires by rotation and is eligible for re-
election, be elected as an independent director of the Company.”

I move the resolution. Do we have a seconder? Thank You _____________

Is there any discussion?

I now put the resolution.

All in favour, please say Aye

Those against, please say no

I declare the motion ___________


Resolution 4: Re-election of Director
To consider and, if thought fit, to pass the following ordinary resolution:

“That Jianfeng (David) Chen, who retires by rotation and is eligible for re-
election, be elected as a non-executive director of the Company.”

I move the resolution. Do we have a seconder? Thank You _____________

Is there any discussion?

I now put the resolution.

All in favour, please say Aye

Those against, please say no

I declare the motion ___________


General Business

Is there any business anyone would like to raise?


Final Comment

Ladies and Gentlemen, thank you for your attendance today.
We look forward to enjoying future developments with you.
I declare the meeting closed at ____________pm
End

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AFC Virtual Shareholders Meeting
15 September 2025

Yang Xia
Chairman
Shuang Xia
Non-Executive
Director
Charles Cao
Independent
Director
Jacky Wang
Independent
Director
JingweiMa
Independent
Director
Board of Directors
David Chen
Non-Executive
Director

Proxy Count
Proxy votes to date: 3,189 million

Dear Shareholders and Guests,
Good Afternoon and welcome to you all.
TheBoardofDirectorspresenttheoutcomeforthefinancialyear
ending31March2025.AFCGroupHoldingsLimited("AFC"or"the
Company”)failedtosustainthepositivemomentumachievedin
thepriorfiscalperiod.Theperformanceshortfallprimarily
stemmedfromasignificantdownturninoverseaswinessalesdue
toweakeningdemandfromoverseas,aswellasslowerthan
expectedprogressinnewbusinessdevelopment.These
operationalchallenges,coupledwithanunfavourableinternational
tradingenvironmentandmacroeconomicconditions,impactedthe
Company’sfinancialperformanceduringtheperiod.

TheCompanyreportedrevenuestotalling$741,088inthefinancialyear
2025,adecreaseof44%fromlastfinancialyear.Drivenbythesubstantial
revenuereduction,combinedwiththedifficultyinadjustingfixed
operatingcostsproportionately,theCompanyincurredanetlossof
$184,806forthisperiod,comparedtoanetprofitof$53,911infinancial
year2024.ThisfinancialsetbackhasweakenedtheCompany'sequity
position,leavingnetequityat$243,574.Nodividendshavebeendeclared
orpaidforthe12monthsended31March2025.
Asat31March2025,theCompanyrecordedatotalassetof$2,129,822,
includingcashandcashequivalentsof$3,760.TheCompanywillneedto
continueraisefundstomaintainbusinessoperations.

AFCiswellawareofthehighlevelofuncertaintyinthemarket.Despitethe
challenges,theGrouphasdevelopedaseriesofactionstonavigatethroughthe
currentdifficulties,achievefuturerevenuegrowthandcreatevaluefor
shareholders:
•AFC Longview Limited (“AFCLV” and “Longview Estate”)
AFCLVisactivelypursuingenhancedproductivityandmarketpresence.Toextend
marketreachandacceleratesalesgrowth,AFCLVplanstoexpanditscurrent
productlinetomakeourwinesmoreaccessibletoawideraudience.Inaddition,
thecompanyendeavourstostrengthenitsoverseassaleschannelsinorderto
increasesalesinChina.Domestically,AFCLVisboostingcustomerengagement
throughtargetedemailcampaigns,socialmediaactivations,andparticipationin
wineexhibitions.

•AFCBiotechnologyManufactureCoLtd
Todrivesalesgrowth,thecompanywillenhancedistributorcollaboration,refine
agencyagreements,andextenditssecondarydistributionfootprint.
•AFCGroupHoldingsLimited
AFCisactivelyexploringnewbusinessopportunities.Servingasapivotallinkfor
tradeandinvestmentbetweenNewZealandandChina,theAFChasactively
involvedininternationalarenas.Weparticipatedinthe7thChinaInternational
ImportExpoandthe"EFOODLINE"globale-commerceplatform,promotingour
productsandfacilitatingtheentryofSMEsfrombothcountriestoaccesswider
internationalmarkets.Weremaindedicatedtoourcorporatesocialresponsibilities
andimprovingcommunities'welfareacrossNewZealandandChina.

Despitethechallengesahead,AFCwillfocusonaligningstrategies
andacceleratingoperationalexecutiontoaddressmarketvolatility,
accelerateoperationalexecution.
Ourstrategicprioritiesincludeexpandingourmarketfootprint,
identifyingnewopportunitiesforbusinessgrowth,andenhancing
operationalefficiencies.TheBoardremainsoptimisticthatthese
focusedeffortswillenhanceshareholdervalueanddriveourlong-
termgrowthobjectives.

Resolutions
Resolution 1: Annual Report
To receive and consider the Annual
Report, including the audit report and
financial statements, for the year ended
31 March 2025.
“That the Annual Report be received.”

Resolutions
Resolution 3: Re-election of Director
To consider and, if thought fit, to pass
the following ordinary resolution
pursuant to NZX Listing Rule 2.7.1:
“That Yang Xia, who retires by rotation and is
eligible for re-election, be elected as a non-
executive director of the Company.”

Resolutions
Resolution 4: Re-election of Director
To consider and, if thought fit, to pass
the following ordinary resolution
pursuant to NZX Listing Rule 2.7.1:
“That Bo Xian(Charles) Cao, who retires by
rotation and is eligible for re-election, be
elected as an independent director of the
Company.”

Resolutions
Resolution 5: Re-election of Director
To consider and, if thought fit, to pass
the following ordinary resolution
pursuant to NZX Listing Rule 2.7.1:
“That Jianfeng (David) Chen, who retires by
rotation and is eligible for re-election, be
elected as a non-executive director of the
Company.”

Thank you for attending
AFC Group Holdings Limited
Virtual Annual Meeting