Exhibit 99.1

VS MEDIA Holdings Limited

3 International Business Park #03-29

Nordic European Centre

Singapore, 609927

NOTICE OF EXTRAORDINARY GENERAL MEETING OF MEMBERS

To Be Held on October 9, 2026

NOTICE IS HEREBY GIVEN that you are cordially invited to attend the extraordinary general meeting (the “Extraordinary Meeting”) of shareholders of VS MEDIA Holdings Limited, a British Virgin Islands business company limited by shares (the “Company,” “we,” “us” or “our”) to be held on October 9, 2026, at 10:00 a.m., Singapore time, at 3 International Business Park #03-29, Nordic European Centre, Singapore, 609927 to consider and, if thought fit, to pass with or without amendment the following resolutions:

ORDINARY RESOLUTIONS

THAT:-

The foregoing items of business are more fully described in the proxy statement accompanying this Notice. We are not aware of any other business to come before the Extraordinary Meeting.

The Board fixed September 21, New York time on 5:00 p.m., 2026 as the record date (the “Record Date”) for determining the shareholders entitled to receive notice of and to attend and vote at the Extraordinary Meeting or any adjournment or postponement thereof.

It is important that your shares are represented at the Extraordinary Meeting. We urge you to review the attached Proxy Statement and, whether or not you plan to attend the Extraordinary Meeting in person, please vote your shares promptly by casting your vote via the internet. You may revoke your vote by submitting a subsequent vote over the internet before the Extraordinary Meeting, or by voting in person at the Extraordinary Meeting.

If you plan to attend the Extraordinary Meeting in person, please notify us of your intentions. This will assist us with meeting preparations. If your shares are not registered in your own name and you would like to attend the Extraordinary Meeting, please follow the instructions contained in the proxy materials. This will enable you to gain admission to the Extraordinary Meeting and vote in person.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE EXTRAORDINARY MEETING OF MEMBERS TO BE HELD ON OCTOBER 9, 2026

TABLE OF CONTENTS

VS MEDIA Holdings Limited

3 International Business Park #03-29, Nordic European Centre

Singapore, 609927

PROXY STATEMENT

This Proxy Statement and the accompanying proxy are being furnished with respect to the solicitation of proxies by the Board of Directors (the “Board”) of VS MEDIA Holdings Limited, a British Virgin Islands business company limited by shares (the “Company,” “we,” “us” or “our”), for the Extraordinary Meeting of Members (the “Extraordinary Meeting”). The Extraordinary Meeting is to be held on October 9, 2026, at 10:00 a.m., Singapore time, at 3 International Business Park #03-29, Nordic European Centre, Singapore, 609927.

GENERAL INFORMATION

Purpose of the Extraordinary Meeting

The purposes of the Extraordinary Meeting are to seek shareholders’ approval of the following resolutions:

ORDINARY RESOLUTIONS

THAT:-

The Board recommends a vote FOR Proposal 1 and Proposal 2.

Will there be any other items of business on the agenda?

The Board is not aware of any other matters that will be presented for consideration at the Extraordinary Meeting. Nonetheless, in case there is an unforeseen need, the accompanying proxy gives discretionary authority to the persons named on the proxy with respect to any other matters that might be brought before the Extraordinary Meeting or at any postponement or adjournment of the Extraordinary Meeting. Those persons intend to vote that proxy in accordance with their judgment.

Who is entitled to vote at the Extraordinary Meeting?

Only shareholders of record of our Class A Ordinary Shares and Class B Ordinary Shares, as of September 21, New York time on 5:00 p.m., 2026 (the “Record Date”) are entitled to notice and to attend and vote at the Extraordinary Meeting and any adjournment or postponement thereof.

Each fully paid Class A Ordinary Share is entitled to one (1) vote and each fully paid Class B Ordinary Share is entitled to eighteen (18) votes on each matter properly brought before the Extraordinary Meeting. Holders of Class A Ordinary Shares and Class B Ordinary Shares will vote together as a single class on all matters submitted to a vote at the Extraordinary Meeting. The enclosed proxy card or voting instruction card shows the number of shares and votes you are entitled to cast at the Extraordinary Meeting.

Shareholder of Record: Shares Registered in Your Name

If on the Record Date your shares were registered directly in your name with the Company, then you are a shareholder of record. As a shareholder of record, you may vote in person at the Extraordinary Meeting or vote by proxy. Whether or not you plan to attend the Extraordinary Meeting, to ensure your vote is counted, we encourage you to vote by Internet before the Extraordinary Meeting.

Beneficial Owner: Shares Registered in the Name of a Broker or Bank

If on the Record Date your shares were held in an account at a brokerage firm, bank, dealer, or other similar organization, then you are the beneficial owner of shares held in “street name” and these proxy materials are being forwarded to you by that organization. The organization holding your account is considered the shareholder of record for purposes of voting at the Extraordinary Meeting. As the beneficial owner, you have the right to direct your broker or other agent on how to vote the shares in your account. Your broker will not be able to vote your shares unless your broker receives specific voting instructions from you. We strongly encourage you to vote.

What constitutes a quorum and how will votes be counted?

The Extraordinary Meeting will be held if shareholders entitled to vote and representing not less than 50% of the votes of the shares entitled to vote on the resolutions to be considered at the meeting are present throughout the meeting, in person or by proxy or (in the case of a shareholder being a corporation) by its duly authorized representative. If you submit a proxy, even though you abstain as to any Proposal, or you are present in person at the Extraordinary Meeting, your shares shall be counted for the purpose of determining if a quorum is present. In the event that there are not sufficient votes for a quorum, the Extraordinary Meeting may be adjourned or postponed in order to permit the further solicitation of proxies. Broker non-votes and abstentions will not be taken into account in determining the outcome of any Proposal.

Votes Required

How many votes are required to approve the Proposals?

Assuming a quorum as referenced above is reached,

Only shares that are voted are taken into account in determining the proportion of votes cast for each Proposal. Any shares not voted (whether by abstention, broker non-vote or otherwise) will not impact the outcome of any Proposal.

How do I vote?

Your shares may only be voted at the Extraordinary Meeting if you are entitled to vote and present in person or are represented by proxy. Whether or not you plan to attend the Extraordinary Meeting, we encourage you to vote by proxy to ensure that your shares will be represented.

You may vote using any of the following methods:

Revoking Your Proxy

Even if you execute a proxy, you retain the right to revoke it and to change your vote by notifying us at any time but no later than two hours before the commencement of the meeting or adjourned meeting, at which the proxy is voted. Such revocation may be effected by following the instructions for voting on your proxy card or vote instruction form. Unless so revoked, the shares represented by proxies, if received in time, will be voted in accordance with the directions given therein. If you are a shareholder of record, delivery of a proxy would not preclude you from attending and voting in person at the meeting convened and in such event, the instrument appointing a proxy shall be deemed to be revoked.

If the Extraordinary Meeting is postponed or adjourned for any reason, at any subsequent reconvening of the Extraordinary Meeting, all proxies will be voted in the same manner as the proxies would have been voted at the original convening of the Extraordinary Meeting (except for any proxies that have at that time effectively been revoked or withdrawn), even if the proxies had been effectively voted on the same or any other matter at a previous Extraordinary Meeting that was postponed or adjourned.

PROPOSAL 1 – RESTRUCTURING

Background

The Board is proposing the restructuring of the Company’s corporate group (the “Restructuring”). The Restructuring involves two steps: (i) the transfer by VSM Holdings Limited (“VSM”), a wholly-owned subsidiary of the Company incorporated in the British Virgin Islands, of all of its shares in VS MEDIA PTE. LTD. (“VS Media SG”), a wholly-owned subsidiary of VSM incorporated in Singapore, to Aurenza Group Limited (“Aurenza”), a wholly-owned subsidiary of the Company incorporated in the British Virgin Islands; and (ii) the subsequent sale by the Company of all of its shares in VSM to a third party that is unaffiliated with the Company, for a consideration of US$1.00, for the purpose of disposing of loss-making businesses .

Pre-Restructuring Corporate Structure

The following diagram illustrates our current corporate structure.

Post-Restructuring Corporate Structure

Upon completion of the Restructuring, the Company will directly own 100% of Aurenza, which will hold 100% of VS Media SG. VS Media SG will continue to hold its 41% equity interest in S.T. MENG PTE. LTD. The Company will no longer have any direct or indirect ownership interest in VSM or any of VSM’s direct or indirect subsidiaries.

Reasons for the Restructuring

The Board believes that the Restructuring is in the best interests of the Company and its shareholders. The Company’s current corporate group structure includes certain subsidiaries that have been generating operating losses and are not expected to achieve profitability in the near term. The continued maintenance of these loss-making operations imposes ongoing administrative, compliance and financial costs on the Company. By completing the Restructuring, the Company intends to (i) streamline its corporate group structure to improve overall business and operational efficiency, (ii) eliminate the financial burden associated with underperforming operations, and (iii) allow the Company to focus its resources on its core business activities. The Board has determined that the Restructuring will better position the Company to allocate capital and management resources toward its growth-oriented operations.

Vote Required

Assuming that a quorum is present, the affirmative vote of a simple majority of the votes cast by the shareholders entitled to vote at the Extraordinary Meeting, in person or by proxy, is required to approve Proposal 1.

Recommendation of the Board

THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE APPROVAL OF PROPOSAL 1.

PROPOSAL 2 – ADOPTION OF SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION

Overview

The Board is proposing that the Company’s existing Memorandum of Association (the “Memorandum”) and Articles of Association (the “Articles”, and together with the Memorandum, the “Memorandum and Articles of Association”) be replaced in their entirety by the Second Amended and Restated Memorandum and Articles of Association (the “Second Amended and Restated M&A”). A copy of the Second Amended and Restated M&A, marked to show changes from the existing Memorandum and Articles of Association, is attached as Annex A to this Proxy Statement. The following is a summary of the material changes reflected in the Second Amended and Restated M&A. This summary is qualified in its entirety by reference to the full text of the Second Amended and Restated M&A.

Name Change

The Second Amended and Restated M&A changes the name of the Company from “VS MEDIA Holdings Limited” to “Forcendra Holding Limited.” Following the effectiveness of the Second Amended and Restated M&A, the Company will operate under its new legal name. The Company intends to notify The Nasdaq Stock Market LLC and the SEC of the name change and to update its stock exchange listing, ticker symbol, and public filings to reflect the new name.

Power to Divide or Combine Shares

The Second Amended and Restated M&A adds a new Section 6.4 to the Memorandum, which grants the Company the express authority, by Resolution of Directors or Resolution of Shareholders, to: (a) divide its Shares, including issued Shares, into a larger number of Shares; or (b) combine its Shares, including issued Shares, into a smaller number of Shares, in each case for the same class or series of Shares. This provision provides the Company with the constitutional flexibility to effect forward stock splits or reverse stock splits as the Board or shareholders may determine appropriate, without the need for a separate amendment to the Memorandum in connection with any such action.

Redemption of Class B Ordinary Shares

The Second Amended and Restated M&A adds a new Section 7.7 to the Memorandum, which grants the Company the right (but not the obligation), upon the occurrence of a “Triggering Event” in respect of a holder of Class B Ordinary Shares (an “Affected Holder”), to redeem any or all of such Affected Holder’s Class B Ordinary Shares. The Company may exercise this redemption right by delivering written notice to the Affected Holder specifying (i) the number of Class B Ordinary Shares to be redeemed, (ii) the redemption price per share, as determined by the Board having regard to, among other factors the Board considers relevant, the consideration originally paid by the Affected Holder for each such share, and (iii) the date on which the redemption is to take effect. The decision whether to exercise the right of redemption is at the sole discretion of the Board; the Company is not obligated to effect a redemption upon the occurrence of a Triggering Event.

In connection with the foregoing, the Second Amended and Restated M&A introduces several new defined terms. A “Triggering Event” means, in respect of a holder of Class B Ordinary Shares: (a) where such holder is an Eligible Member, the termination (whether by the Company or by such Eligible Member, and whether voluntary or involuntary) of the employment or service relationship between the Company (or any of its subsidiaries) and such Eligible Member; (b) where such holder is an Eligible Member Affiliate, the termination (whether by the Company or by the relevant Eligible Member, and whether voluntary or involuntary) of the employment or service relationship between the Company (or any of its subsidiaries) and the Eligible Member who ultimately controls such Eligible Member Affiliate; or (c) where such holder is an Eligible Member Affiliate and the Eligible Member who ultimately controls such entity ceases to be an Eligible Member for any reason other than the termination described in clause (b) above. For the avoidance of doubt, a change in role, title, or responsibilities of any Eligible Member does not of itself constitute a Triggering Event so long as such person remains an Eligible Member. An “Eligible Member” means any individual who, at the relevant time, holds one or more specified positions with the Company, including the Founder, members of the Executive Management Team, Key Executive Officers (each as defined in the Second Amended and Restated M&A), senior management officers or employees, and any management officer or employee whose annual total compensation (including base salary, bonuses, and equity-based compensation) equals or exceeds US$300,000. An “Eligible Member Affiliate” means any entity that is ultimately controlled by an Eligible Member.

Standard for Removal of Directors

The Second Amended and Restated M&A amends Section 8.5 of the Articles to modify the standard for removal of directors by shareholders. Under the existing Articles, a director may be removed without cause by a resolution passed by at least 75% of the shareholders of the Company entitled to vote. The Second Amended and Restated M&A lowers this threshold to 50%, providing that a director may be removed without cause by a resolution passed by at least 50% of the shareholders of the Company entitled to vote. In addition, the Second Amended and Restated M&A provides that Sections 114(2) and 114(3) of the BVI Business Companies Act (as revised) shall not apply to the Company, conforming the statutory framework to the amended removal threshold. A director may also continue to be removed with cause by a Resolution of Directors passed at a meeting of directors called for such purpose.

Notices

The Second Amended and Restated M&A substantially rewrites Section 20 of the Articles to modernize the Company’s shareholder notice and communication framework. Under the existing Articles, notices and written statements to shareholders could be given only by personal service or by mail addressed to the shareholder’s registered address. The Second Amended and Restated M&A replaces this framework with a broader notice regime, subject to compliance with the applicable rules and regulations of the exchange on which the Company’s shares are listed, permitting service by any of the following methods: (a) personal delivery at the shareholder’s registered address; (b) prepaid post to such registered address; (c) electronic transmission to any electronic number or address supplied by the shareholder to the Company; or (d) publication on the Company’s website or the website of the applicable exchange. The Second Amended and Restated M&A also introduces detailed deemed-service rules specifying when notices are deemed to have been served depending on the method of delivery, and provides that notices delivered to the first-named joint holder of shares shall constitute sufficient notice to all joint holders. In addition, the amended provisions permit the use of electronic signatures on notices given by the Company and include a variation of the Electronic Transactions Act to clarify that the originator of an electronic communication is not required to obtain acknowledgment of receipt.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Second Amended and Restated M&A, a marked copy of which is attached as Annex A to this Proxy Statement. Shareholders are urged to read the Second Amended and Restated M&A in its entirety.

Vote Required

Assuming that a quorum is present, the affirmative vote of a simple majority of the votes cast by the shareholders entitled to vote at the Extraordinary Meeting, in person or by proxy, is required to approve Proposal 2.

Recommendation of the Board

THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE APPROVAL OF PROPOSAL 2.

OTHER MATTERS

Our Board is not aware of any business to come before the Extraordinary Meeting other than those matters described above in this Proxy Statement. However, if any other matters should properly come before the Extraordinary Meeting, it is intended that proxies in the accompanying form will be voted in accordance with the judgment of the person or persons voting the proxies.

Transfer Agent and Registrar

The transfer agent and registrar for the Company’s shares is Transhare Corporation. Its address is 17755 US Hwy 19 N, Clearwater, FL 33764, and its telephone number is (303) 662-1112.

Where You Can Find More Information

We file annual reports and other documents with the SEC under the Exchange Act. Our SEC filings made electronically through the SEC’s EDGAR system are available to the public at the SEC’s website at http://www.sec.gov.

ANNEX A

Second Amended and Restated Memorandum and Articles of Association of Forcendra Holding Limited

B.C. No: 2106492

TERRITORY OF THE BRITISH VIRGIN ISLANDS

THE BVI BUSINESS COMPANIES ACT (AS REVISED)

SECOND AMENDED AND RESTATED

MEMORANDUM AND

ARTICLES OF ASSOCIATION

OF

Forcendra Holding Limited

Incorporated the 30th day of August 2022

(as amended and restated by resolutions of the shareholders passed on [ ] 2026 and filed on [ ] 2026)

Maples Corporate Services (BVI) Limited

Kingston Chambers

PO Box 173

Road Town, Tortola

British Virgin Islands

TERRITORY OF THE BRITISH VIRGIN ISLANDS

THE BVI BUSINESS COMPANIES ACT (AS REVISED)

SECOND AMENDED AND RESTATED

MEMORANDUM OF ASSOCIATION OF

Forcendra Holding Limited

A COMPANY LIMITED BY SHARES

“Act” means the BVI Business Companies Act (As Revised) of the British Virgin Islands and includes the regulations made under the Act;

“address” shall have the ordinary meaning given to it and shall include any facsimile number, electronic number or address or website used for the purposes of any communication pursuant to the Memorandum and the Articles;

“Applicable law” means, with respect to any person, all provisions of laws, statutes, ordinances, rules, regulations, permits, certificates, judgments, decisions, decrees or orders of any governmental authority applicable to such person;

“Articles” means the attached Articles of Association of the Company;

“Audit Committee” means the audit committee of the board of directors of the Company established pursuant to the Articles, or any successor committee;

“Auditor” means the person for the time being performing the duties of auditor of the Company (if any);

“Chairman of the Board” has the meaning specified in Regulation 12;

“Class A Ordinary Shares” means the Class A ordinary shares with no par value, with the rights and privileges as set out in the Memorandum and the Articles;

“Class B Ordinary Shares” means the Class B ordinary shares with no par value, with the rights and privileges as set out in the Memorandum and the Articles;

“Company’s Website” means the website of the Company, the address or domain name of which has been notified to members;

“Compensation Committee” means the compensation committee of the board of directors of the Company established pursuant to the Articles, or any successor committee;

“Distribution” in relation to a distribution by the Company to a Shareholder means the direct or indirect transfer of an asset, other than Shares, to or for the benefit of the Shareholder, or the incurring of a debt to or for the benefit of a Shareholder, in relation to Shares held by a Shareholder, and whether by means of the purchase of an asset, the purchase, redemption or other acquisition of Shares, a transfer of indebtedness or otherwise, and includes a dividend;

“electronic” shall have the meaning given to it in the Electronic Transactions Act;

“electronic means” shall include sending or otherwise making available to the intended recipients of the communication in electronic format;

“Electronic Signature” means an electronic symbol or process attached to or logically associated with an electronic communication and executed or adopted by a person with the intent to sign the electronic communication;

“Electronic Transactions Act” means the Electronic Transactions Act (As Revised) of the British Virgin Islands;

“Eligible Member” means any individual who, at the relevant time, holds one or more of the following positions with the Company: (i) the Founder; (ii) a member of the Executive Management Team, (iii) a Key Executive Officer, (iv) a senior management officer or employee; (v) any management officer or employee whose annual total compensation (including base salary, bonuses, and equity-based compensation) is equal to or exceeds US$300,000;

“Eligible Member Affiliate” means any entity that is ultimately controlled by an Eligible Member;

“Eligible Person” means individuals, corporations, trusts, the estates of deceased individuals, partnerships and unincorporated associations of persons;

“Executive Management Team” means the Chief Executive Officer, the Chief Financial Officer and such other officers or employees of the Company or any of its subsidiaries as may be designated from time to time by the Board as members of the executive management team of the Company;

“Founder” means Ms. Wong Nga Fan.

“Key Executive Officer” means any officer or other person who is responsible for a principal business unit, division or function of the Company or who performs a significant policy-making function for the Company, as determined by the Board;

“Memorandum” means this Memorandum of Association of the Company;

“Nominating and Corporate Governance Committee” means the nominating and corporate governance committee of the board of directors of the Company established pursuant to the Articles, or any successor committee;

“Triggering Event” means, in respect of a holder of Class B Ordinary Shares:

provided that, for the avoidance of doubt, a change in role, title or responsibilities of any Eligible Member shall not of itself constitute a Triggering Event so long as such person remains an Eligible Member;

“Recognised Exchange” has the same meaning as in the Act and includes, without limitation and notwithstanding any subsequent amendments to the Act (or otherwise), the Nasdaq Global Market and any United States national securities exchange on which securities of the Company are listed for trading;

“Recognised Exchange Rules” means the relevant code, rules and regulations, as amended, from time to time, applicable as a result of the original and continued listing of any Shares on the Recognised Exchange;

“Register of Members” has the meaning specified in Sub-Regulation 2.5 of the Articles;

“Registrar” means the Registrar of Corporate Affairs appointed under section 229 of the Act;

“Resolution of Directors” means either:

“Resolution of Shareholders” means either:

“Seal” means any seal which has been duly adopted as the common seal of the Company;

“Securities” means Shares and debt obligations of every kind of the Company, and including without limitation options, warrants and rights to acquire Shares or debt obligations;

“Securities and Exchange Commission” means the United States Securities and Exchange Commission;

“Share” means a share in the Company and includes a Class A Ordinary Share or a Class B Ordinary Share, as well as a fraction of a share in the Company;

“Shareholder” means an Eligible Person whose name is entered in the Register of Members of the Company as the holder of one or more Shares or fractional Shares;

“Treasury Share” means a Share that was previously issued but was repurchased, redeemed or otherwise acquired by the Company and not cancelled;

“United States” means the United States of America, its territories, its possessions and all areas subject to its jurisdiction; and

“written” or any term of like import includes information generated, sent, received or stored by electronic, electrical, digital, magnetic, optical, electromagnetic, biometric or photonic means, including electronic data interchange, electronic mail, telegram, telex or telecopy, and “in writing” shall be construed accordingly.

The Company is a company limited by shares.

If at any time the Shares are divided into different classes, the rights attached to any class may only be varied, whether or not the Company is in liquidation, with the consent in writing of or by a resolution passed at a meeting by the holders of not less than 50% of the issued Shares in that class.

The rights conferred upon the holders of the Shares of any class shall not, unless otherwise expressly provided by the terms of issue of the Shares of that class, be deemed to be varied by the creation or issue of further Shares ranking pari passu therewith.

We, Maples Corporate Services (BVI) Limited of Kingston Chambers, PO Box 173, Road Town, Tortola, British Virgin Islands in our capacity as registered agent for the Company hereby apply to the Registrar for the incorporation of the Company this 30th day of August 2022.

Incorporator

TERRITORY OF THE BRITISH VIRGIN ISLANDS

THE BVI BUSINESS COMPANIES ACT (AS REVISED)

SECOND AMENDED AND RESTATED

ARTICLES OF ASSOCIATION OF

Forcendra Holding Limited

A COMPANY LIMITED BY SHARES

without the written consent of the named mortgagee or chargee.

and, subject to compliance with the Act shall not, by reason of his office be accountable to the Company for any benefit which he derives from such transaction and no such transaction shall be liable to be avoided on the grounds of any such interest or benefit.

in either case, in the circumstances specified in Sub-Regulation 9.3 or the Act, as the case may be.

The Company shall maintain at the office of its Registered Agent a register of charges in which there shall be entered the following particulars regarding each mortgage, charge and other encumbrance created by the Company:

The Company shall have a Seal an impression of which shall be kept at the office of the Registered Agent of the Company. The Company may have more than one Seal and references herein to the Seal shall be references to every Seal which shall have been duly adopted by Resolution of Directors. The directors shall provide for the safe custody of the Seal and for an imprint thereof to be kept at the Registered Office. Except as otherwise expressly provided herein the Seal when affixed to any written instrument shall be witnessed and attested to by the signature of any one director or other person so authorised from time to time by Resolution of Directors. Such authorisation may be before or after the Seal is affixed, may be general or specific and may refer to any number of sealings. The directors may provide for a facsimile of the Seal and of the signature of any director or authorised person which may be reproduced by printing or other means on any instrument and it shall have the same force and validity as if the Seal had been affixed to such instrument and the same had been attested to as hereinbefore described.

In the case of joint holders of a share, all notices shall be given to that holder for the time being whose name stands first in the Register of Members and notice so given shall be sufficient notice to all the joint holders.

The Company may by Resolution of Shareholders or by Resolution of Directors appoint a voluntary liquidator.

The Company may by Resolution of Shareholders or by a resolution passed unanimously by all directors of the Company continue as a company incorporated under the laws of a jurisdiction outside the British Virgin Islands in the manner provided under those laws.

We, Maples Corporate Services (BVI) Limited of Kingston Chambers, PO Box 173, Road Town, Tortola, British Virgin Islands in our capacity as registered agent for the Company hereby apply to the Registrar for the incorporation of the Company this 30th day of August 2022.

Exhibit 99.2

VS MEDIA Holdings Limited

PROXY FOR EXTRAORDINARY MEETING OF SHAREHOLDERS

OCTOBER 9, 2026

THE BOARD RECOMMENDS A VOTE FOR

PROPOSAL 1 AND PROPOSAL 2.

Proposal 1.

RESOLVED, that the restructuring of the Company’s corporate group (the “Restructuring”), pursuant to which (i) VSM Holdings Limited, a wholly-owned subsidiary of the Company incorporated in the British Virgin Islands (“VSM”), shall transfer all of its shares in VS MEDIA PTE. LTD., a wholly-owned subsidiary of VSM incorporated in Singapore (“VS Media SG”), to Aurenza Group Limited, a wholly-owned subsidiary of the Company incorporated in the British Virgin Islands (“Aurenza”), and (ii) following the completion of such transfer, the Company shall sell all of its shares in VSM to a third party unaffiliated with the Company, and the board of directors (the “Board”) be and is hereby authorized to do all acts and things as the Board in its sole discretion considers necessary or desirable for the purposes of giving effect to and/or implementing the Restructuring, be and is hereby approved.

Proposal 2.

RESOLVED, that the Second Amended and Restated Memorandum and Articles of Association of the Company (the “Second Amended and Restated M&A”), substantially in the form attached hereto as Annex A, which reflects, among other changes, (i) the change of the Company’s name from “VS MEDIA Holdings Limited” to “Forcendra Holding Limited,” (ii) the addition of express authority of the Board and the shareholders to divide or combine the Company’s Shares, (iii) the introduction of a right of the Company to redeem Class B Ordinary Shares upon the occurrence of a Triggering Event, (iv) the reduction of the threshold for removal of directors by shareholders from 75% to 50%, and (v) the modernization of the Company’s notice and communication framework to permit electronic and website delivery, be and is hereby approved and adopted as the Second Memorandum and Articles of Association of the Company in substitution for, and to the exclusion of, the existing Memorandum and Articles of Association of the Company, and the Board be and is hereby authorized to do all acts and things as the Board in its sole discretion considers necessary or desirable for the purposes of giving effect to and/or implementing the adoption of the Second Amended and Restated M&A.

This Proxy is solicited on behalf of the management of VS MEDIA Holdings Limited. This Proxy, when properly executed, will be voted in the manner directed herein by the undersigned shareholder. If no direction is made, this Proxy will be voted FOR the proposals described above.

TO VOTE ONLINE: www.Transhare.com click on Vote Your Proxy

Enter Your Control Number:

TO VOTE BY EMAIL: Please email your signed proxy card to Proxy@Transhare.com

TO VOTE BY FAX: Please fax this proxy card to 1.727. 269.5616

TO VOTE BY MAIL: Please sign, date and mail to

Proxy Team

Transhare Corporation

17755 US Highway 19 N

Suite 140

Clearwater FL 33764

IMPORTANT: Please date this Proxy and sign exactly as your name or names appear hereon. If shares are held jointly, both owners must sign. Executors, administrators, trustees, guardians and others signing in a representative capacity should give their full titles.