EXHIBIT 99.1

SMART LOGISTICS GLOBAL LIMITED

UNIT NO. 805, 8TH FLOOR, CAPITAL CENTRE

151 GLOUCESTER ROAD

WANCHAI, HONG KONG

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

TO BE HELD ON JULY 10, 2026

YOUR VOTE IS VERY IMPORTANT

PLEASE VOTE YOUR SHARES PROMPTLY

NOTICE IS HEREBY GIVEN, that you are cordially invited to attend an annual general meeting (the “Annual General Meeting”) of shareholders of SMART LOGISTICS GLOBAL LIMITED (the “Company,” “SLG”, “we,” “us” or “our”), to be held on July 10, 2026 commencing at 10:00 A.M., Hong Kong Time (10 P.M. Eastern Time on July 9, 2026), at UNIT NO. 805, 8TH FLOOR, CAPITAL CENTRE, 151 GLOUCESTER ROAD, WANCHAI, HONG KONG, which will be held for the purpose of considering, and if thought fit, approving the following resolutions:

(1) IT IS RESOLVED, AS AN ORDINARY RESOLUTION THAT Hue Kwok Chiu, Lo Tai On, Hung Kam Wing, Timmy, Ng Man Li, and Chung Wai Man, be re-elected as directors of the Company, each to serve a term expiring at the annual general meeting in 2027 or until their successors are duly elected and qualified.

(2) IT IS RESOLVED, AS AN ORDINARY RESOLUTION THAT the appointment of Privatco CPA Limited to serve as the independent registered accountant of the Company for the fiscal year ending December 31, 2026 be ratified, confirmed and approved in all respects.

(3) IT IS RESOLVED, AS A SPECIAL RESOLUTION THAT:

(4) IT IS RESOLVED, AS A SPECIAL RESOLUTION THAT, upon the Share Re-Designation becoming effective,

(5) IT IS RESOLVED, AS AN ORDINARY RESOLUTION THAT:

(6) IT IS RESOLVED, AS AN ORDINARY RESOLUTION THAT the Company adjourn the Annual General Meeting to a later date or dates or sine die, if necessary, to permit further solicitation and vote of proxies if, at the time of the Annual General Meeting, there are not sufficient votes for, or otherwise in connection with, the approval of the foregoing proposals.

The approval of the proposals 1, 2, 5 and 6 requires that a simple majority of the votes cast at the Annual General Meeting be voted “For” such proposals, and the approval of the proposals 3 and 4 requires that a majority of not less than two-thirds of the votes cast at the Annual general Meeting be voted “For” such proposal, provided we have quorum for the meeting.

These items of business are described in the attached proxy statement, which we encourage you to read in its entirety before voting. Only holders of record of the Company’s shares of a par value HK$0.0001 each (“SLG Shares”) at the close of business on June 10, 2026 are entitled to notice of the Annual General Meeting and to vote and have their votes counted at the Annual General Meeting and any adjournments or postponements of the Annual General Meeting.

Abstentions will count for purposes of determining quorum but will have no effect on the outcome of the vote because abstentions do not count as votes cast.

A copy of the Company’s 2025 Annual Report on Form 20-F is enclosed. This notice and the proxy statement are first being mailed to shareholders on or about June 22, 2026.

YOUR VOTE IS IMPORTANT

WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL GENERAL MEETING IN PERSON, WE ENCOURAGE YOU TO SUBMIT YOUR PROXY AS PROMPTLY AS POSSIBLE (1) BY FAX, (2) THROUGH THE INTERNET, (3) BY EMAIL, OR (4) BY MARKING, SIGNING AND DATING THE ENCLOSED PROXY CARD AND RETURNING IT IN THE POSTAGE-PAID ENVELOPE PROVIDED. You may revoke your proxy or change your vote at any time before the Annual General Meeting. If your shares are held in the name of a bank, broker or other nominee, please follow the instructions on the voting instruction card furnished to you by such bank, broker or other nominee, which is considered the shareholder of record, in order to vote. As a beneficial owner, you have the right to direct your broker or other agent on how to vote the shares in your account. Your broker or other agent cannot vote on these proposals.

If you fail to return your proxy card, grant your proxy electronically over the Internet or vote by ballot in person at the Annual General Meeting, your shares will not be counted for purposes of determining whether a quorum is present at the Annual General Meeting. If you are a shareholder of record, voting in person by ballot at the Annual General Meeting will revoke any proxy that you previously submitted. If you hold your shares through a bank, broker or other nominee, you must obtain from the record holder a valid “legal” proxy issued in your name in order to vote in person at the Annual General Meeting.

Thank you for your participation. We look forward to your continued support.

ABOUT THE ANNUAL GENERAL MEETING OF SHAREHOLDERS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025

TABLE OF CONTENTS

QUESTIONS AND ANSWERS ABOUT THE ANNUAL GENERAL MEETING AND THE PROPOSALS

The following are answers to some questions that you, as a shareholder of Smart Logistics Global Limited (the “Company,” “SLG”, “we,” “us” or “our”), may have regarding the Proposals and related matters being considered at SLG’s annual general meeting for the fiscal year ended December 31, 2025, which is referred to herein as the “Annual General Meeting”.

(3) IT IS RESOLVED, AS A SPECIAL RESOLUTION THAT:

(4) IT IS RESOLVED, AS A SPECIAL RESOLUTION THAT, upon the Share Re-Designation becoming effective,

(5) IT IS RESOLVED, AS AN ORDINARY RESOLUTION THAT: 

(6) IT IS RESOLVED, AS AN ORDINARY RESOLUTION THAT the Company adjourn the Annual General Meeting to a later date or dates or sine die, if necessary, to permit further solicitation and vote of proxies if, at the time of the Annual General Meeting, there are not sufficient votes for, or otherwise in connection with, the approval of the foregoing proposals.

Shareholders are encouraged to vote as soon as possible after carefully reviewing this proxy statement. If SLG shareholders fail to approve a resolution, such resolution cannot be passed and approved.

If you are a registered shareholder, meaning that you hold your shares in certificate form, you have four voting options:

If you hold your shares through an account with a bank or broker, your ability to vote by the Internet depends on their voting procedures. Please follow the directions that your bank or broker provides.

For a discussion of the rules regarding the voting of shares held by beneficial owners, please see the question below entitled “If I am a beneficial owner of SLG Shares, what happens if I don’t provide voting instructions? What is discretionary voting? What is a broker non-vote?”

The approval of the third proposal, share re-designation and re-classification and the fourth proposal, amendment of memorandum and articles of association, requires that a majority of not less than two-thirds of the votes cast at the Annual general Meeting be voted “For” such proposal, provided we have quorum for the meeting.

Abstentions and broker non-votes will count for purposes of determining quorum but will have no effect on the outcome of the vote because abstentions and broker non-votes do not count as votes cast.

FORWARD-LOOKING STATEMENTS

This proxy statement, including information incorporated by reference into this proxy statement, contains forward-looking statements regarding, among other things, SLG’s plans, strategies and prospects, both business and financial. Although SLG believes that its plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, SLG cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions including, without limitation, the factors described under “Risk Factors” from time to time in SLG’s filings with the SEC. Many of the forward-looking statements contained in this presentation may be identified by the use of forward-looking words such as “believe”, “expect”, “anticipate”, “should”, “planned”, “will”, “may”, “intend”, “estimated”, “aim”, “on track”, “target”, “opportunity”, “tentative”, “positioning”, “designed”, “create”, “predict”, “project”, “seek”, “would”, “could”, “continue”, “ongoing”, “upside”, “increases” and “potential”, among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this presentation are set forth in other reports or documents that we file from time to time with the SEC, and include, but are not limited to:

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this proxy statement. All forward-looking statements included herein attributable to any of SLG or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except to the extent required by applicable laws and regulations, SLG has no obligation to update these forward-looking statements to reflect events or circumstances after the date of this proxy statement or to reflect the occurrence of unanticipated events.

Before a shareholder grants its proxy or instructs how its vote should be cast regarding the election of directors proposal, the ratification of the auditor proposal, the share re-designation and re-classification proposal, and amendment of memorandum and articles of association proposal, they should be aware that the occurrence of the events described under “Risk Factors” from time to time in SLG’s filings with the SEC may adversely affect SLG.

THE ANNUAL GENERAL MEETING

Date, Time and Place of the Annual General Meeting

The Annual General Meeting will be held on July 10, 2026 at 10:00 A.M., Hong Kong Time (10 P.M. Eastern Time on July 9, 2026) at UNIT NO. 805, 8TH FLOOR, CAPITAL CENTRE, 151 GLOUCESTER ROAD, WANCHAI, HONG KONG to consider and vote upon the proposals.

Purpose of the Annual General Meeting

At the Annual General Meeting, SLG is asking its shareholders as of the record date of June 10, 2026 (the “Record Date”) to consider, vote upon and approve the following resolutions:

Record Date; Shares Entitled to Vote; Quorum

Shareholders will be entitled to vote or direct votes to be cast at the Annual General Meeting if they owned SLG Shares on the Record Date. Shareholders will have one vote for each share of SLG Shares owned at the close of business on the Record Date. If your shares are held in “street name” or are in a margin or similar account, you should contact your broker to ensure that votes related to the shares you beneficially own are properly counted.

As of the close of business on the Record Date, there were 45,000,000 outstanding SLG Shares.

A quorum of SLG shareholders is necessary to hold a valid meeting. The presence in person or by proxy of shareholders holding not less than an aggregate of one-third of the total issued voting shares in the Company at the Annual General Meeting is necessary to constitute a quorum. Abstentions will count as present for the purposes of establishing a quorum but will be disregarded for purposes of determining the results of voting.

Vote Required; Abstentions and Broker Non-Votes

The approval of the proposals 1, 2, 5 and 6 requires that a simple majority of the votes cast at the Annual General Meeting be voted “For” such proposals, and the approval of the proposals 3 and 4 requires that a majority of not less than two-thirds of the votes cast at the Annual general Meeting be voted “For” such proposal, provided we have quorum for the meeting.

These items of business are described in the attached proxy statement, which we encourage you to read in its entirety before voting. Only holders of record of the Company’s shares of a par value HK$0.0001 each (“SLG Shares”) at the close of business on June 10, 2026 are entitled to notice of the Annual General Meeting and to vote and have their votes counted at the Annual General Meeting and any adjournments or postponements of the Annual General Meeting.

Abstentions and broker non-votes will count for purposes of determining quorum but will have no effect on the outcome of the vote because abstentions and broker non-votes do not count as votes cast.

Voting of Proxies

If your shares are registered in your name with our transfer agent, TranShare Corporation, you may cause your shares to be voted by returning a signed proxy card, or you may vote in person at the Annual General Meeting. Additionally, you may submit electronically over the Internet a proxy authorizing the voting of your shares by following the instructions on your proxy card. You must have the enclosed proxy card available, and follow the instructions on the proxy card, in order to submit a proxy electronically over the Internet. Based on your proxy cards or Internet proxies, the proxy holders will vote your shares according to your directions.

If you plan to attend the Annual General Meeting and wish to vote in person, you will be given a ballot at the meeting. If your shares are registered in your name, you are encouraged to vote by proxy even if you plan to attend the Annual General Meeting in person. If you attend the Annual General Meeting and vote in person, your vote by ballot will revoke any proxy previously submitted.

Voting instructions are included on your proxy card. All shares represented by properly executed proxies received in time for the Annual General Meeting will be voted at the Annual General Meeting in accordance with the instructions of the shareholder.

If your shares are held in “street name” through a broker, bank or other nominee, you may vote through your broker, bank or other nominee by completing and returning the voting form provided by your broker, bank or other nominee, or by the Internet or telephone through your broker, bank or other nominee if such a service is provided. To vote via the Internet or telephone through your broker, bank or other nominee, you should follow the instructions on the voting form provided by your broker, bank or other nominee. If you do not return your bank’s, broker’s or other nominee’s voting form, do not vote via the Internet or telephone through your broker, bank or other nominee, if possible, and do not attend the Annual General Meeting and vote in person with a proxy from your broker, bank or other nominee, your shares will not be counted for purposes of determining quorum or for purposes of the voting results.

Revocability of Proxies

If you are a shareholder of record, you may change your vote or revoke your proxy at any time before it is voted at the Annual General Meeting by:

Please note that to be effective, your new proxy card, fax or email voting instructions or written notice of revocation must be received by us prior to the Annual General Meeting and, in the case of internet or mail voting instructions, must be received before 11:59 P.M. Hong Kong time on July 9, 2026 (11:59 A.M. Eastern time on July 9, 2026). If you have submitted a proxy, your appearance at the Annual General Meeting, in the absence of voting in person or submitting an additional proxy or revocation, will not have the effect of revoking your prior proxy.

If you hold your ordinary shares in “street name,” you should contact your bank, broker or other nominee for instructions regarding how to change your vote. You may also vote in person at the Annual General Meeting if you obtain a valid “legal” proxy from your bank, broker or other nominee. Any adjournment, recess or postponement of the Annual General Meeting for the purpose of soliciting additional proxies will allow SLG shareholders who have already sent in their proxies to revoke them at any time prior to their use at the Annual General Meeting as adjourned, recessed or postponed.

Board of Directors’ Recommendation

After careful consideration, the Company’s Board has determined that the proposed resolutions are fair to, and in the best interest of, the Company and its shareholders. They unanimously recommend that you vote or give instruction to vote:

“FOR” the re-appointment of the director nominees;

“FOR” the ratification of the appointment of the auditor;

“FOR” the share re-designation and re-classification;

“FOR” the amendment of memorandum and articles of association;

“FOR” the reverse share split; and

“FOR” the adjournment if needed.

Solicitation of Proxies

The expense of soliciting proxies in the enclosed form will be borne by SLG. Proxies may also be solicited by some of our directors, officers and employees, personally or by telephone, facsimile, email or other means of communication. No additional compensation will be paid for such services.

Other Matters

At this time, we know of no other matters to be submitted at the Annual General Meeting.

Householding of Annual General Meeting Materials

Unless we have received contrary instructions, we may send a single copy of this proxy statement and notice to any household at which two or more shareholders reside if we believe the shareholders are members of the same family. Each shareholder in the household will continue to receive a separate proxy card. This process, known as “house holding”, reduces the volume of duplicate information received at your household and helps to reduce our expenses.

Who Can Answer Your Questions About Voting Your Shares?

If you are a shareholder and have any questions about how to vote or direct a vote in respect of your SLG Shares, you may submit questions via email to Proxy@Transhare.com.

PROPOSAL 1: RE-ELECTION OF DIRECTORS

What am I voting on?

A proposal to approve an Ordinary Resolution that Hue Kwok Chiu, Lo Tai On, Hung Kam Wing, Timmy, Ng Man Li, and Chung Wai Man be re-elected as directors of the Company, each to serve a term expiring at the annual general meeting in 2027 or until their successors are duly elected and qualified.

General

Our Board currently consists of five directors, each serving a one-year term. The existing directors are Hue Kwok Chiu, Lo Tai On, Hung Kam Wing, Timmy, Ng Man Li, and Chung Wai Man. At the 2026 Annual General Meeting, the shareholders will vote on the reelection of the existing directors. All directors will hold office until our next annual meeting of shareholders, at which time shareholders will vote on the election and qualification of their successors.

All shares duly voted will be voted for the election of directors as specified by the shareholders. No proxy may be voted for more people than the number of nominees listed below. Unless otherwise instructed, the proxy holders will vote the proxies received by them FOR the election of each of the nominees named below. If any nominee is unable or declines to serve as a director at the time of the Annual General Meeting, although we know of no reason to anticipate that this will occur, the proxies will be voted for any nominee designated by the present Board to fill the vacancy. Shareholders do not have cumulative voting rights in the election of directors.

The following paragraphs set forth information regarding the current ages, positions, and business experience of the nominees.

Nominees for Directors

Mr. Hue Kwok Chiu

Chief Executive Officer and Chairman of the Board

Age — 59

Director since October 2020

Hue Kwok Chiu (許國釗), the founder of our Company, has served as the Company’s director since October 2020 and the Company’s Chief Executive Officer since October 2024. Mr. Hue received his Bachelor’s degree in social sciences from the University of Hong Kong in 1989. Mr. Hue has over 26 years of experience in business management. He founded our business in July 2017 and has been managing our business since then. Since June 2023, Mr. Hue has been the chief executive officer of Jiabin HK, our wholly-owned subsidiary and predecessor prior to the Reorganization. Until Mr. Lo’s appointment as the chief financial officer of Jiabin HK in January 2024, Mr. Hue also served as the Acting Chief Financial Officer of Jiabin HK. Since December 2013, Mr. Hue has served as the chairman of the board of directors of e Lighting Group Holdings Limited (Stock Code: 8222), a company listed on GEM of the Hong Kong Stock Exchange, and is engaged in the sale of lighting products and designer furniture. He is also a director of a number of private companies. We believe that Mr. Hue is qualified to serve as a member of our board of directors based on his profound understanding of manufacturing and logistics industry in the PRC.

Mr. Hue is nominated to serve another term as a director because of his strong understanding of our industry and business.

Mr. Lo Tai On

Chief Financial Officer and Director

Age — 59

Director since October 2024

Lo Tai On (勞大安) has served as the Company’s Chief Financial Officer since January 2024 and the Company’s director since October 2024. Since January 2024, Mr. Lo served as the chief financial officer of Jiabin HK, our wholly-owned subsidiary and predecessor prior to the Reorganization. Mr. Lo is a fellow of the Association of Chartered Certified Accountants in the United Kingdom and an associate member of the Hong Kong Institute of Certified Public Accountants. Mr. Lo was the director of corporate of finance of Macau Legend Development Ltd from January 2022 to June 2023. From May 2019 to January 2022, he was the vice president of finance of Tak Chun Group. From June 2015 to April 2019, he was the director of finance of Early Light Industrial Co., Ltd. Mr. Lo received his Bachelor’s degree in social sciences from the University of Hong Kong in 1989 and his MBA from the University of Manchester in 2004. Mr. Lo also has extensive experience in financial planning, financial reporting and internal controls.

Mr. Lo is nominated to serve another term as a director because he has significant experience in leading and advising our Company and understands our industry.

Mr. Hung Kam Wing, Timmy

Independent Director

Age — 60

Director since December 2024

Hung Kam Wing, Timmy (洪錦榮) began serving as our independent director since December 2024 and is the chairman of the Compensation Committee. Mr. Hung is a fellow member of the Institute of Chartered Accountants in England and Wales and an associate member of the Hong Kong Institute of Certified Public Accountants. Over the past 25-plus years, Mr. Hung has held senior positions, including Chief Financial Officer, Chief Operating Officer, and Company Secretary, at multiple listed entities. In August 2021, Mr. Hung joined Kin Yat Holdings Limited (“Kin Yat”) (HKEX: 0638), an industrial corporation listed on the Hong Kong Stock Exchange’s Main Board, as Group Financial Controller and was appointed Company Secretary in October 2021. Kin Yat was privatized by its controlling shareholder in late August 2024. From April 2018 to April 2021, Mr. Hung was a director of Securities Operations of One Platform Securities limited, a wholly-owned subsidiary of Convoy Global Holdings Limited (HKEX: 1019). He obtained his Master of Science in Finance from the National University of Ireland in 2002 and his bachelor degree of social sciences from the University of Hong Kong in 1989. He has extensive experiences in finance, auditing, accounting, risk and corporate management, and company secretarial areas, among others.

Mr. Hung is nominated to serve another term as a director because of his expertise in finance and accounting.

Mr. Ng Man Li

Independent Director

Age — 59

Director since December 2024

Ng Man Li (吳文理) began serving as our independent director since December 2024 and is the chairman of the Audit Committee. Mr. Ng is an associate member of the Association of Chartered Certified Accountants in the United Kingdom, and a practising member of the Hong Kong Institute of Certified Public Accountants. Since January 2011, Mr. Ng has served as a Partner of Lo and Kwong C.P.A. Company Limited. Mr. Ng was an independent non-executive director of Golden Faith Group Holdings Limited (HKEX: 2863) from April 2021 to October 2023. He was also an independent non-executive director of Super Strong Holdings Limited (HKEX: 8262) from April 2020 to October 2023 and was re-designated to an Executive Director from November 2023 to April 2024. Mr. Ng received his Bachelor’s degree in social sciences from the University of Hong Kong. Mr. Ng has extensive experience in auditing, accounting and taxation work.

Mr. Ng is nominated to serve another term as a director because of his expertise in finance and accounting.

Mr. Chung Wai Man

Independent Director

Age — 62

Director since December 2024

Chung Wai Man (鍾偉文) began serving as our independent director since December 2024 and is the chairman of the Nomination Committee. Mr. Chung has been an associate member of the Hong Kong Institute of Certified Public Accountants since April 1995 and a fellow of the Association of Chartered Certified Accountants in the United Kingdom since November 1999. Mr. Chung has served as an independent non-executive director of Net Pacific Holdings Limited (listed on the Singapore Exchange Limited (stock code: 5QY)) since June 2018, E Lighting Group Holdings Limited (listed on the Hong Kong Stock Exchange (stock code: 8222)) since September 2014, Shandong Fengxiang Co., Ltd (previously listed on the Hong Kong Stock Exchange (stock code: 9977) but delisted in July 2025) from August 2019 to August 2025, Shanghai MicroPort MedBot (Group) Co., Ltd. (listed on the Hong Kong Stock Exchange (stock code: 2252)) since July 2024 and Zhongmiao Holdings (Qingdao) Co., Ltd. (listed on the Hong Kong Stock Exchange (stock code: 1471)) since August 2024. Mr. Chung obtained a Master Degree of Arts in International Business Management from the City University of Hong Kong in November 1998 and a bachelor degree of social sciences from the University of Hong Kong in 1989.

Mr. Chung is nominated to serve another term as a director because of his expertise in finance and accounting.

Involvement in Certain Legal Proceedings

To the best of our knowledge, none of our directors or executive officers has been convicted in a criminal proceeding, excluding traffic violations or similar misdemeanors, or has been a party to any judicial or administrative proceeding during the past ten years that resulted in a judgment, decree or final order enjoining the person from future violations of, or prohibiting activities subject to, federal or state securities laws, or a finding of any violation of federal or state securities or commodities laws, any laws respecting financial institutions or insurance companies, any law or regulation prohibiting mail or wire fraud in connection with any business entity or been subject to any disciplinary sanctions or orders imposed by a stock, commodities or derivatives exchange or other self-regulatory organization, except for matters that were dismissed without sanction or settlement. None of our directors, director nominees or executive officers has been involved in any transactions with us or any of our directors, executive officers, affiliates or associates which are required to be disclosed pursuant to the rules and regulations of the SEC.

Board Leadership Structure

Hue Kwok Chiu serves as the Chairman of the Board. As a smaller public company, we believe it is in the company’s best interest to allow the company to benefit from guidance from key members of management in a variety of capacities. We do not have a lead independent director and we do not anticipate having a lead independent director because of the foregoing reasons and also because we believe our independent directors are encouraged to freely voice their opinions on a relatively small company board. We believe this leadership structure is appropriate because we are a relatively small public company.

Risk Oversight

Our Board of Directors plays a significant role in our risk oversight. The Board makes all relevant Company decisions. As a smaller reporting company with a small Board, we believe it is appropriate to have the involvement and input of all of our directors in risk oversight matters.

Required Vote

The approval of the re-election of directors proposal requires that a simple majority of the votes cast at the Annual General Meeting be voted “For” the proposal, provided we have quorum for the meeting.

THE SLG BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS

THAT SLG SHAREHOLDERS VOTE “FOR”

THE RE-ELECTION OF THE NOMINEES TO THE BOARD OF DIRECTORS.

PROPOSAL 2: RATIFICATION OF APPOINTMENT OF THE AUDITOR

What am I voting on?

A proposal to approve an Ordinary Resolution that the appointment of Privatco CPA Limited to serve as the independent registered public accounting firm of SLG for the fiscal year ending December 31, 2026 be ratified, confirmed and approved in all respects. The Audit Committee of the Board has appointed Privatco CPA Limited to serve as the Company’s fiscal 2026 independent registered public accounting firm, effective upon the same time.

Has the Company changed its independent registered public accounting firm during its two most recent fiscal years?

Yes. On February 13, 2025, the audit committee of the Company’s board approved the change of the Company’s independent auditor to J&S Associate PLT, in place of UHY LLP. On March 17, 2025, the Board approved such change, and the Company then engaged J&S Associate PLT as the successor independent registered public accounting firm.

On June 16, 2026, J&S Associate PLT resigned as the Company’s independent auditor, and the audit committee of the Company’s board approved the engagement of Privatco CPA Limited as the successor independent registered public accounting firm.

What services does Privatco CPA Limited provide?

Audit services provided by Privatco CPA Limited for fiscal 2026 will include the examination of the consolidated financial statements of the Company and services related to periodic filings with the SEC.

Will a representative of Privatco CPA Limited be present at the meeting?

We do not expect that any representative of Privatco CPA Limited will be present at the meeting. If the representatives are present, they will have an opportunity to make a statement if they desire and will be available to respond to questions from shareholders.

What if this proposal is not approved?

If the appointment of Privatco CPA Limited is not ratified, the Audit Committee of the Board will reconsider the appointment.

Required Vote

The ratification of the appointment of Privatco CPA Limited requires that a simple majority of the votes cast at the Annual General Meeting be voted “For” the proposal, provided we have quorum for the meeting.

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS

THAT SHAREHOLDERS VOTE “FOR” THE RATIFICATION OF

THE APPOINTMENT OF PRIVATCO CPA LIMITED AS THE COMPANY’S

FISCAL 2026 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

PROPOSAL 3: SHARE RE-DESIGNATION AND RE-CLASSIFICATION

The Board of Directors approved, and directed that there be submitted to the shareholders of the Company for approval that:

Following the Re-Designation and Re-classification, each Class A Ordinary Share would be entitled to one vote and each Class B Ordinary Share would be entitled to 50 votes on all matters subject to vote at general meetings of the Company and with such other rights, preferences, and privileges as set forth in the Company’s amended and restated memorandum and articles of association.

In addition, all Class B Ordinary Shares will be convertible, at the option of the holder thereof, into the number of fully paid and non-assessable Class A Ordinary Shares on a one-for-one basis.

The resolution to be proposed shall be as follows:

IT IS RESOLVED, AS A SPECIAL RESOLUTION THAT:

Proposal No. 3 will be approved if the affirmative vote of two-thirds of the votes of the shares of the Company entitled to vote thereon which are present in person or by duly authorized representative or by proxy at the Meeting by the holders of ordinary shares of the Company entitled to vote at the Meeting vote “FOR” the proposal. Abstentions and broker non-votes will have no effect on the result of the vote.

The Re-Designation and Re-classification of Shares will become effective upon approval of our shareholders.

The proposed Re-Designation and Re-classification will not affect in any way the validity or transferability of share certificates outstanding, the capital structure of the Company or the trading of the Company’s shares on the Nasdaq Capital Market. If the amendment is passed by our shareholders, it will not be necessary for shareholders to surrender their existing share certificates. Instead, when certificates are presented for transfer, new certificates representing Class A Ordinary Shares or Class B Ordinary Shares, as the case may be, will be issued.

Future issuances of Class B Ordinary Shares or securities convertible into Class B Ordinary Shares could have a dilutive effect on our earnings per share, book value per share, and the voting power and interest of current holders of ordinary shares. In addition, the availability of additional shares of Class A Ordinary Shares for issuance could, under certain circumstances, discourage or make more difficult any efforts to obtain control of the Company. The Board of Directors is not aware of any attempt, or contemplated attempt, to acquire control of the Company, nor is this proposal being presented with the intent that it be used to prevent or discourage any acquisition attempt. However, nothing would prevent the Board of Directors from taking any such actions that it deems to be consistent with its fiduciary duties.

Required Vote

The approval of the declaration of share re-designation and re-classification requires that a majority of not less than two-thirds of the votes cast at the Annual General Meeting be voted “For” the proposal, provided we have quorum for the meeting.

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS

THAT SLG SHAREHOLDERS VOTE “FOR”

THE APPROVAL OF THE SHARE RE-DESIGNATION AND RE-CLASSIFICATION.

PROPOSAL 4: AMENDMENTS OF MEMORANDUM AND ARTICLES OF ASSOCIATION

The Board of Directors approved, and directed that there be submitted to the shareholders of the Company for approval, that subject to the passing of Proposal No. 3, the Board of Directors deems it advisable and is recommending that our shareholders approve and adopt the new amended and restated memorandum and articles (“Amended M&A”) attached hereto as Appendix A. The Appendix A and is marked to show such proposed modifications.

The resolution to be proposed is as follows:

IT IS RESOLVED, AS A SPECIAL RESOLUTION THAT, upon the Share Re-Designation becoming effective,:

The Amended M&A will become effective upon approval of our shareholders.

Required Vote

The approval of the adoption of Amended M&A requires that a majority of not less than two-thirds at the Annual General Meeting be voted “For” the proposal, provided we have quorum for the meeting.

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS

THAT SLG SHAREHOLDERS VOTE “FOR”

THE AMENDMENTS OF MEMORANDUM AND ARTICLES OF ASSOCIATION.

PROPOSAL 5: REVERSE SHARE SPLIT

General

Our Board has determined that it is advisable and in the best interests of the Company and our shareholders to effect a reverse share split of all of our issued and outstanding ordinary shares (with no change to the authorized capital of the Company), at a specific ratio, ranging from one-for-five (1:5) to one-for-one hundred (1:100) (the “Approved Split Ratios”), with the timing and ratio to be determined by the Board if effected (the “Reverse Split”).

The primary goal of the Reverse Split is to increase the per share market price of our Class A Ordinary Shares (or ordinary shares, if Proposals 3 and 4 are not passed; same as below) to meet the minimum per share bid price requirements for continued listing on the Nasdaq Capital Market. We believe that a range of reverse split ratios provides us with the most flexibility to achieve the desired results of the Reverse Split.

Under Nasdaq Capital Market rules, a share split ratio may not be at or exceed 1-for-200 during a two-year period.

A vote for this Proposal 5 will constitute approval of the Reverse Split that, if and when effected by our Board, would combine up to every 100 shares of our outstanding ordinary shares into one ordinary share, which would be applicable to both Class A and Class B Ordinary Shares. If implemented, the Reverse Split will have the effect of decreasing the number of shares of our ordinary shares issued and outstanding.

Accordingly, SLG shareholders are asked to authorize our Board to effect a Reverse Split consistent with those terms set forth in this Proposal 5, and to grant authorization to the Board to determine within three years, in its sole discretion, whether or not to implement the Reverse Split, as well as its specific ratio within the range of the Approved Split Ratios.

If approved by our shareholders and pursued by the Board, the Reverse Split would be applied at an Approved Split Ratio approved by the Board, without further action by our shareholders. The Board reserves the right to elect to abandon the Reverse Split if it determines, in its sole discretion, that the Reverse Split is no longer in the best interests of us and our shareholders.

Purpose and Rationale for the Reverse Split

Avoid Delisting from the Nasdaq Capital Market.

We are submitting this proposal to our shareholders for approval in order to increase the trading price of our ordinary shares to meet the minimum per share bid price requirement for continued listing on the Nasdaq Capital Market. We believe increasing the trading price of our ordinary shares may also assist in our capital-raising efforts by making our ordinary shares more attractive to a broader range of investors. Accordingly, we believe that the Reverse Split is in our shareholders’ best interests.

The Company received a notice dated May 1, 2026, from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the minimum bid price per share of its ordinary shares was below $1.00 for a period of 30 consecutive business days and that the Company did not meet the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Rule”). Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has a compliance period of one hundred eighty (180) calendar days, or until October 28, 2026 (the “Compliance Period”), to regain compliance with Nasdaq’s minimum bid price requirement. If at any time during the Compliance Period, the closing bid price per share of the Company’s ordinary shares is at least $1.00 for a minimum of ten (10) consecutive business days, Nasdaq will provide the Company a written confirmation of compliance and the matter will be closed. In the event the Company does not regain compliance by October 28, 2026, the Company may be eligible for an additional 180 calendar day grace period. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the bid price requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period, including by effecting a reverse share split, if necessary.

The primary purpose of the Reverse Split is to increase the per share price of our ordinary shares in order to maintain the listing of our ordinary shares on the Nasdaq Capital Market. Accordingly, for these and other reasons discussed below, we believe that effecting the Reverse Split is in the Company’s and our shareholders’ best interests. We believe proposing multiple ratios for the Reverse Split, rather than proposing that shareholders approve a specific ratio at this time, provides the Board with the most flexibility to achieve the desired results of the Reverse Split.

Failure to approve the Reverse Split may potentially have serious, adverse effects on us and our shareholders. Our ordinary shares could be delisted from the Nasdaq Capital Market if our ordinary shares continues to trade below the requisite $1.00 per share price needed to maintain our listing in accordance with the bid price requirement. If our ordinary shares are delisted from Nasdaq Capital Market, our ordinary shares could then trade on the OTC Bulletin Board or other small trading markets, such as the pink sheets, which are generally considered to be less efficient markets. In that event, our ordinary shares could trade thinly as a microcap or penny stock, adversely decrease to nominal levels of trading, and may be avoided by retail and institutional investors, resulting in the impaired liquidity and increased transaction costs of trading in shares of our ordinary shares.

The Reverse Split, if effected, would have the immediate effect of increasing the price of our Class A Ordinary Shares as reported on Nasdaq Capital Market, therefore allowing us to maintain compliance with Nasdaq Listing Rule 5550(a)(2).

Our Board strongly believes that the Reverse Split is necessary to maintain our listing on the Nasdaq Capital Market. Accordingly, the Board has proposed this proposal for approval by our shareholders at the Annual Meeting to permit the Board to effect the Reverse Split if the Board determines it is advisable.

Other Effects.

The Board also believes that the increased market price of our ordinary shares expected as a result of implementing the Reverse Split could improve the marketability and liquidity of our ordinary shares and will encourage interest and trading in our ordinary shares. The Reverse Split, if effected, could allow a broader range of institutions to invest in our ordinary shares (namely, funds that are prohibited from buying shares whose price is below a certain threshold), potentially increasing the trading volume and liquidity of our ordinary shares. The Reverse Split could help increase analyst and broker’s interest in ordinary shares, as their policies can discourage them from following or recommending companies with low share prices. Because of the trading volatility often associated with low-priced shares, many brokerage houses and institutional investors have internal policies and practices that either prohibit them from investing in low-priced shares or tend to discourage individual brokers from recommending low-priced shares to their customers. Some of those policies and practices may make the processing of trades in low-priced shares economically unattractive to brokers. Additionally, because brokers’ commissions on low-priced shares generally represent a higher percentage of the share price than commissions on higher-priced shares, a low average price per share of our ordinary shares can result in individual shareholders paying transaction costs representing a higher percentage of their total share value than would be the case if the share price were higher.

We have no specific plan, commitment, arrangement, understanding, or agreement, either oral or written, regarding the issuance of ordinary shares subsequent to this proposed Reverse Split at this time, and we have not allocated any specific portion of the proposed effective increase in the authorized number of shares to any particular purpose. However, we may continue to require additional capital in the future to fund our operations. As a result, it is foreseeable that we may seek to issue such additional shares of ordinary shares in connection with any such capital raising activities. The Board does not intend to issue any ordinary shares or securities convertible into ordinary shares except on terms that the Board deems to be in the best interests of us and our shareholders.

Risks of the Proposed Reverse Split

We cannot assure you that the proposed Reverse Split will increase the price of our ordinary shares and have the desired effect of maintaining compliance with the Nasdaq Capital Market.

If the Reverse Split is implemented, our Board expects that it will increase the market price of our Class A Ordinary Shares so that we are able to maintain compliance with the Nasdaq Listing Rules. However, the effect of the Reverse Split upon the market price of our ordinary shares cannot be predicted with any certainty, and we cannot assure you that the Reverse Split will accomplish this objective for any meaningful period of time, or at all. It is possible that (i) the per share price of our ordinary shares after the Reverse Split will not rise in proportion to the reduction in the number of ordinary shares outstanding resulting from the Reverse Split, (ii) the market price per post-Reverse Split share may not exceed or remain in excess of the $1.00 minimum bid price for a sustained period of time, or (iii) the Reverse Split may not result in a per share price that would attract brokers and investors who do not trade in lower priced shares. Even if the Reverse Split is implemented, the market price of our ordinary shares may decrease due to factors unrelated to the Reverse Split. In any case, the market price of our ordinary shares will be affected by other factors which may be unrelated to the number of shares outstanding, including our business and financial performance, general market conditions, and prospects for future success. Even if the market price per post-Reverse Split share of our ordinary shares remains in excess of $1.00 per share, we may be delisted due to a failure to meet other continued listing requirements.

The proposed Reverse Split may decrease the liquidity of our ordinary shares.

The Board believes that the Reverse Split will result in an increase in the market price of our Class A Ordinary Shares, which could lead to increased interest in our ordinary shares and possibly promote greater liquidity for our shareholders. However, the Reverse Split will also reduce the total number of outstanding ordinary shares, which may lead to reduced trading and a smaller number of market makers for our ordinary shares, particularly if the price per ordinary shares does not increase as a result of the Reverse Split.

The Reverse Split may result in some shareholders owning “odd lots” that may be more difficult to sell or require greater transaction costs per share to sell.

If the Reverse Split is implemented, it may increase the number of shareholders who own “odd lots” of less than 100 ordinary shares. A purchase or sale of less than 100 ordinary shares (an “odd lot” transaction) may result in incrementally higher trading costs through certain brokers, particularly “full service” brokers. Therefore, those shareholders who own fewer than 100 ordinary shares following the Reverse Split may be required to pay higher transaction costs if they sell their ordinary shares.

The Reverse Split may lead to a decrease in our overall market capitalization.

The Reverse Split may be viewed negatively by the market and, consequently, could lead to a decrease in our overall market capitalization. If the per share market price of our ordinary shares does not increase in proportion to the split ratio, or following such increase does not maintain or exceed such price, then the value of our Company, as measured by our market capitalization, will be reduced. Additionally, any reduction in our market capitalization may be magnified as a result of the smaller number of total ordinary shares outstanding following the Reverse Split.

Determination of the Ratio for the Reverse Split

If Proposal No. 6 is approved by shareholders and the Board determines that it is in the best interests of the Company and its shareholders to move forward with the Reverse Split, the Approved Split Ratio will be selected by the Board, in its sole discretion. However, the Approved Split Ratio will not be less than a ratio of one-for-five (1:5) or exceed a ratio of one-for-one hundred (1:100). In determining which Approved Split Ratio to use, the Board will consider numerous factors, including, among other things:

The purpose of selecting a range is to give the Board the flexibility to meet business needs as they arise, to take advantage of favorable opportunities and to respond to a changing corporate environment. Based on the number of ordinary shares issued and outstanding as of June 10, 2026, after completion of the Reverse Split, we will have between 9,000,000 and 450,000 ordinary shares issued and outstanding, depending on the Approved Split Ratio selected by the Board.

Principal Effects of the Reverse Split

After the effective date of the proposed Reverse Split, each shareholder will own a reduced number of ordinary shares. Except for adjustments that may result from the treatment of fractional shares as described below, the proposed Reverse Split will affect all shareholders uniformly. The proportionate voting rights and other rights and preferences of the holders of our ordinary shares will not be affected by the proposed Reverse Split (subject to the treatment of fractional shares). For example, a holder of 2% of the voting power of our outstanding ordinary shares immediately prior to a Reverse Split would continue to hold 2% of the voting power of the outstanding ordinary shares immediately after such Reverse Split. The number of shareholders of record also will not be affected by the proposed Reverse Split, except to the extent that as described below in “Treatment of Fractional Shares”, record holders of ordinary shares otherwise entitled to a fractional share as a result of the Reverse Split because they hold a number of shares not evenly divisible by the Approved Split Ratio will automatically be entitled to receive an additional fraction of an ordinary share, to round up to the next whole share. In any event, cash will not be paid for fractional shares.

The following table contains the approximate number of issued and outstanding ordinary shares, and the estimated per share trading price following a 1:5 to 1:100 Reverse Split, without giving effect to any adjustments for fractional shares of ordinary shares or the issuance of any derivative securities, as of June 10, 2026.

After Each Reverse Split Ratio (Assuming Proposals 3 and 4 are approved and our SLG Shares are re-designated and re-classified as Class A Ordinary Shares and Class B Ordinary Shares)

Our shares is currently registered under Section 12(b) of the Exchange Act, and we are subject to the periodic reporting and other requirements of the Exchange Act. The proposed Reverse Split will not affect the registration of our ordinary shares under the Exchange Act. Our shares would continue to be reported on the Nasdaq Capital Market under the symbol “SLGB,” assuming that we are able to regain compliance with the continued listing standard, although we expect that Nasdaq Capital Market will add the letter “D” to the end of the trading symbol for a period of twenty trading days after the effective date of the Reverse Split to indicate that the Reverse Split had occurred.

Effect on Stock Option Plans

As of the date of this proxy statement, we have 4,200,000 shares available for issuance under the Smart Logistics Global Limited 2025 Incentive Securities Plan (the “Plan”). Pursuant to the terms of the Plan, the Board, or a designated committee thereof, as applicable, will adjust the number of ordinary shares underlying outstanding awards, the exercise price per share of outstanding stock options, and other terms of outstanding awards issued pursuant to the Plan to equitably reflect the effects of the Reverse Split. The number of shares subject to vesting under restricted stock awards and the number of shares issuable as contingent consideration as part of an acquisition by the Company will be similarly adjusted, subject to our treatment of fractional shares. Furthermore, the number of shares available for future grant under the Plan will be similarly adjusted.

Effect on Class B Ordinary Shares

Assuming the approval of Proposals 3 and 4, we will have 100,000,000 authorized Class B Ordinary Shares, among which 20,000,000 Class B Ordinary Shares are issued and outstanding. The Company plans to conduct a reverse share split to the Class B Ordinary Shares at the same time when it effects the Reverse Split to its Class A Ordinary Shares, with the same ratio.

The following table contains the approximate number of issued and outstanding Class B Ordinary Shares following a 1:5 to 1:100 Reverse Split, as of the date of this proxy statement.

After Each Reverse Split Ratio (Assuming Proposals 3 and 4 are approved and our ordinary shares are re-designated and re-classified as Class A Ordinary Shares and Class B Ordinary Shares)

Effective Date

If approved by our shareholders and our Board determines to effect the Reverse Split, the exact timing will be determined at the discretion of our Board and set forth in a public announcement. On the effective date, ordinary shares issued and outstanding immediately prior thereto will be combined and converted, automatically and without any action on the part of our shareholders, into new ordinary shares in accordance with an Approved Split Ratio set forth in this Proposal 6. If this proposal is not approved by our shareholders, the Reverse Split will not occur.

Treatment of Fractional Shares

No fractional shares will be issued as a result of the Reverse Split. Instead, shareholders who otherwise would be entitled to receive fractional shares because they hold a number of shares not evenly divisible by the Approved Split Ratio will automatically be entitled to receive an additional fraction of a share, to round up to the next whole share. In any event, cash will not be paid for fractional shares.

Effect on “Book-Entry” Holders of Ordinary Shares

If the Reverse Split is authorized by our shareholders and our Board elects to implement the Reverse Split, shareholders of record holding some or all of their ordinary shares electronically in book-entry form under the direct registration system for securities will receive a transaction statement at their address of record indicating the number of ordinary shares they hold after the Reverse Split. Shareholders holding ordinary shares in “street name” through a bank, broker, or other nominee should note that such banks, brokers, or other nominees may have different procedures for processing the consolidation for fractional shares than those that would be put in place by us for registered shareholders. If you hold your shares with such a bank, broker, or other nominee and if you have questions in this regard, you are encouraged to contact your nominee.  

Exchange of Stock Certificates

If the Reverse Split is authorized by the shareholders and our Board elects to implement the Reverse Split, shareholders of record holding some or all of their shares in certificate form will receive a letter of transmittal, as soon as practicable after the effective date of the Reverse Split. Our transfer agent will act as “exchange agent” for the purpose of implementing the exchange of share certificates. Holders of pre-Reverse Split shares will be asked to surrender to the exchange agent certificates representing pre-Reverse Split shares in exchange for post-Reverse Split shares in accordance with the procedures to be set forth in the letter of transmittal. Until surrender, each certificate representing shares before the Reverse Split would continue to be valid and would represent the adjusted number of whole shares based on the approved exchange ratio of the Reverse Split selected by the Board. No new post-Reverse Split share certificates will be issued to a shareholder until such shareholder has surrendered such shareholder’s outstanding certificate(s) together with the properly completed and executed letter of transmittal to the exchange agent.

In connection with the Reverse Split, the CUSIP number for the ordinary shares will change from its current CUSIP number. This new CUSIP number will appear on any new stock certificates issued representing post-split shares.

SHAREHOLDERS SHOULD NOT DESTROY ANY PRE-SPLIT STOCK CERTIFICATE AND SHOULD NOT SUBMIT ANY CERTIFICATES UNTIL THEY ARE REQUESTED TO DO SO.

Accounting Consequences

The par value per share of ordinary shares would increase after the Reverse Split.

No Appraisal Rights

Our shareholders are not entitled to dissenters’ or appraisal rights with respect to this Proposal 6, and we will not independently provide our shareholders with any such right if the Reverse Split is implemented.

Required Vote of Shareholders

The approval of the reverse share split proposal requires that a simple majority of the votes cast at the Annual General Meeting be voted “For” the proposal, provided we have quorum for the meeting.

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS

THAT SLG SHAREHOLDERS VOTE “FOR”

THE REVERSE SHARE SPLIT.

PROPOSAL 6: ADJOURNMENT

Purpose of the Adjournment Proposal

In the event there are not sufficient votes for, or otherwise in connection with, the adoption of first proposal, re-election of directors, the second proposal, ratification of appointment of the auditor, the third proposal, share re-designation and re-classification, or the fourth proposal, amendment of memorandum and articles of association, the Board may adjourn the Annual General Meeting to a later date, or dates, if necessary, to permit further solicitation of proxies.

Required Vote

The approval of the adjournment proposal requires that a simple majority of the votes cast at the Annual General Meeting be voted “For” the proposal, provided we have quorum for the meeting.

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS

THAT SLG SHAREHOLDERS VOTE “FOR”

THE ADJOURNMENT.

OTHER MATTERS

As of the date of this proxy statement, the Board of SLG knows of no matters that will be presented for consideration at the Annual General Meeting other than as described in this proxy statement. If any other matters properly come before the Annual General Meeting or any adjournments or postponements of the meeting and are voted upon, the enclosed proxy will confer discretionary authority on the individuals named as proxy to vote the shares represented by the proxy as to any other matters. The individuals named as proxies intend to vote in accordance with their best judgment as to any other matters.

WHERE YOU CAN FIND MORE INFORMATION

We are subject to the information requirements of the Securities Exchange Act of 1934. In accordance with these requirements, the Company files reports and other information with the SEC. You may read and copy any materials filed with the SEC at the Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC also maintains a web site at http://www.sec.gov that contains reports and other information regarding registrants that file electronically with the SEC.

MISCELLANEOUS

You should rely only on the information contained in this proxy statement, the annexes to this proxy statement and the documents we refer to in this proxy statement to vote on the Re-election of Directors proposal, Ratification of Appointment of the Auditor proposal, Share Re-Designation and Re-Classification proposal, Amendment of Memorandum and Articles of Association proposal, Reverse Share Split proposal and Adjournment proposal. We have not authorized anyone to provide you with information that is different from what is contained in this proxy statement. This proxy statement is dated June 22, 2026. You should not assume that the information contained in this proxy statement is accurate as of any date other than that date (or as of an earlier date if so indicated in this proxy statement) and the mailing of this proxy statement to shareholders does not create any implication to the contrary. This proxy statement does not constitute a solicitation of a proxy in any jurisdiction where, or to or from any person to whom, it is unlawful to make a proxy solicitation.

TABLE OF CONTENTS

THE COMPANIES ACT (AS REVISED)

EXEMPTED COMPANY LIMITED BY SHARES

AMENDED AND RESTATED

MEMORANDUM OF ASSOCIATION

OF

Smart Logistics Global Limited

智慧物流環球有限公司

(Company)

(adopted by a Special Resolution passed on October 14, 2025 and effective October 16, 2025[DATE])

THE COMPANIES ACT (AS REVISED)

EXEMPTED COMPANY LIMITED BY SHARES

AMENDED AND RESTATED

ARTICLES OF ASSOCIATION

OF

Smart Logistics Global Limited

智慧物流環球有限公司

(Company)

(adopted by a Special Resolution passed on October 14, 2025 and effective on October 16, 2025[DATE])

or