AInnovation Technology Group Co., Ltd — Proxy Solicitation & Information Statement 2024

May 13, 2024

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult a stockbroker or other registered dealer in securities, a bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Qingdao AInnovation Technology Group Co., Ltd*, you should at once hand this circular and the accompanying form of proxy to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

==> picture [24 x 40] intentionally omitted <==

==> picture [73 x 33] intentionally omitted <==

QINGDAO AINNOVATION TECHNOLOGY GROUP CO., LTD* 青島創新奇智科技集團股份有限公司

(A joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 2121)

(1) PROPOSED CHANGE OF COMPANY NAME (2) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND

(3) NOTICE OF EXTRAORDINARY GENERAL MEETING

A notice convening the extraordinary general meeting of the Company to be held at The North Star Conference Room, 8F, Dinghao Tower Block A, No. 3 Haidian Street, Haidian District, Beijing, PRC on Thursday, 30 May 2024 at 10 a.m. is set out on pages 11 and 12 of this circular.

A form of proxy for use at the EGM is published on the websites of the Hong Kong Stock Exchange (https://www.hkexnews.hk) and the Company (https://www.ainnovation.com) and dispatched to the H shareholders by the means of receipt of corporate communications they selected. If you intend to appoint a proxy to attend the EGM, you are required to complete and return the accompanying form of proxy in accordance with the instructions printed thereon not less than 24 hours before the time fixed for holding the EGM (i.e. before 10 a.m. on Wednesday, 29 May 2024) or any adjournment thereof (as the case may be). Completion and return of the form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment thereof should you so wish.

References to time and dates in this circular are to Hong Kong time and dates.

* For identification purpose only

14 May 2024

CONTENT

		Page
DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		1
**LETTER **	FROM THE BOARD
1.	INTRODUCTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
2.	BUSINESS TO BE CONSIDERED AT THE EGM . . . . . . . . . . . . . . . . . . . . . . . . .	4
3.	EXTRAORDINARY GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4
4.	RECOMMENDATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
5.	RESPONSIBILITY STATEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
APPENDIX I — BUSINESS TO BE CONSIDERED AT THE EGM . . . . . . . . . . . . . .		6
**NOTICE **	OF EXTRAORDINARY GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . . . .	11

−i −

DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions shall have the following meanings:

• “Articles of Association”

the articles of association of the Company

• “Board” or “Board of Directors”

the board of directors of the Company

• “Company”

Qingdao AInnovation Technology Group Co., Ltd, a limited liability company established under the laws of the PRC on 6 February 2018 and converted into a joint stock company with limited liability on 19 May 2021, the H Shares of which were listed on the Main Board of the Hong Kong Stock Exchange (stock code: 2121) on 27 January 2022

• “Director(s)”

• the director(s) of the Company

• “EGM” or “Extraordinary General Meeting”

the extraordinary general meeting of the Company to be held at The North Star Conference Room, 8F, Dinghao Tower Block A, No. 3 Haidian Street, Haidian District, Beijing, PRC on Thursday, 30 May 2024 at 10 a.m. to consider and, if appropriate, to approve the resolutions contained in the notice of the meeting which is set out on pages 11 and 12 of this circular, or any adjournment thereof (as the case may be)

• “Group”

the Company and its subsidiaries

• “H Share(s)”

overseas listed shares in the share capital of the Company with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong dollars on the Hong Kong Stock Exchange

• “Hong Kong”

• the Hong Kong Special Administrative Region of the PRC

• “Hong Kong Stock Exchange”

• The Stock Exchange of Hong Kong Limited

• “Latest Practicable Date”

• 10 May 2024, being the latest practicable date prior to the printing of this circular for ascertaining certain information contained herein

−1 −

	DEFINITIONS
“Listing Rules”	the Rules Governing the Listing of Securities on the Hong
	Kong Stock Exchange, as amended and supplemented from
	time to time
“PRC”	The People’s Republic of China, but for the purpose of this
	circular only, excluding Hong Kong, the Macau Special
	Administrative Region and Taiwan
“RMB”	Renminbi, the lawful currency of the PRC
“Shareholder(s)”	holder(s) of Shares
“Shares”	H Shares

−2 −

LETTER FROM THE BOARD

==> picture [24 x 40] intentionally omitted <==

==> picture [73 x 34] intentionally omitted <==

QINGDAO AINNOVATION TECHNOLOGY GROUP CO., LTD* 青島創新奇智科技集團股份有限公司

(A joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 2121)

Executive Director: Xu Hui (Chief Executive Officer) Non-executive Directors: Kai-Fu Lee (Chairman) Wang Hua Wang Jinqiao

Registered office and headquarter: Room 501 Block A, Haier International Plaza No. 939 Zhenwu Road Economic Development Zone Jimo District, Qingdao Shandong, PRC

Independent Non-executive Directors: Xie Deren Ko Wing Yan Samantha Jin Keyu

Principal place of business in Hong Kong: 5/F, Manulife Place 348 Kwun Tong Road, Kowloon Hong Kong 14 May 2024

To the Shareholders

Dear Sir or Madam,

(1) PROPOSED CHANGE OF COMPANY NAME

(2) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND

(3) NOTICE OF EXTRAORDINARY GENERAL MEETING

1. INTRODUCTION

The purpose of this circular is, among other things, to provide you with the notice of the EGM and information on certain resolutions to be considered at the EGM to enable you to make an informed decision on whether to vote for or against those resolutions at the EGM.

* For identification purpose only

−3 −

LETTER FROM THE BOARD

2. BUSINESS TO BE CONSIDERED AT THE EGM

Special resolutions to be proposed at the EGM for the Shareholders to consider and approve include: (i) proposed change of company name; and (ii) proposed amendments to the Articles of Association.

In order to enable you to have a better understanding of the resolutions to be proposed at the EGM and to make a decision with sufficient and necessary information, the Company has provided detailed information in Appendix I (business to be considered at the EGM) to this circular.

3. EXTRAORDINARY GENERAL MEETING

A notice convening the EGM of the Company to be held at The North Star Conference Room, 8F, Dinghao Tower Block A, No. 3 Haidian Street, Haidian District, Beijing, PRC on Thursday, 30 May 2024 at 10 a.m. is set out on pages 11 and 12 of this circular.

In order to determine the list of Shareholders who are entitled to attend the EGM, the register of members of the Company will be closed from Wednesday, 29 May 2024 to Thursday, 30 May 2024, both days inclusive, during which period no transfer of Shares will be effected. Unregistered holders of Shares of the Company who wish to attend the EGM must lodge the share certificates accompanied by transfer documents with the Company’s H Share registrar, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong no later than 4:30 p.m. on Tuesday, 28 May 2024. Shareholders whose names appear on the register of members of the Company on Thursday, 30 May 2024 are entitled to attend and vote at the EGM.

A form of proxy for use at the EGM is published on the websites of the Hong Kong Stock Exchange (https://www.hkexnews.hk) and the Company (https://www.ainnovation.com) and dispatched to the H shareholders by the means of receipt of corporate communications they selected. Shareholders who intend to appoint a proxy to attend the EGM shall complete the proxy form and return it to the Company’s H Share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong not less than 24 hours before the time for holding the EGM (i.e. before 10 a.m. on Wednesday, 29 May 2024). Completion and return of the form of proxy will not preclude Shareholders from attending and voting in person at the EGM or any adjournment thereof should they so wish.

Voting at the EGM will be taken by poll.

−4 −

LETTER FROM THE BOARD

4. RECOMMENDATION

The Board considers that all the resolutions set out in the notice of the EGM for consideration and approval by the Shareholders are in the interests of the Company and the Shareholders as a whole. Accordingly, the Board recommends the Shareholders to vote in favour of all the resolutions to be proposed at the EGM.

5. RESPONSIBILITY STATEMENT

This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this circular is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this circular misleading.

Yours faithfully, By Order of the Board

QINGDAO AINNOVATION TECHNOLOGY GROUP CO., LTD* 青島創新奇智科技集團股份有限公司 Xu Hui

Executive Director and Chief Executive Officer

−5 −

BUSINESS TO BE CONSIDERED AT THE EGM

APPENDIX I

1. PROPOSED CHANGE OF COMPANY NAME

The Board proposed to change the company name of the Company from “青島創新奇智科技集 團股份有限公司” to “創新奇智科技集團股份有限公司”, with the English name from “Qingdao AInnovation Technology Group Co., Ltd” to “AInnovation Technology Group Co., Ltd”.

REASONS FOR THE CHANGE OF COMPANY NAME

In order to align with the overall strategic planning of the Group, to better position the Company in the market, and to enhance the brand influence, reputation and competitiveness of the Company, the Board proposed the change of company name. The Board believes that the proposed change of company name is in the best interests of the Company and its Shareholders as a whole.

CONDITIONS OF THE CHANGE OF COMPANY NAME

The proposed change of company name is subject to the following conditions:

• (i) the passing of special resolutions by the Shareholders at the EGM to approve the proposed change of company name and the proposed amendments to the Articles of Association; and

• (ii) all necessary approval(s) or filing(s) with the relevant governmental authorities of the PRC in relation to the proposed change of company name being obtained or completed.

The relevant registration and filing(s) with the relevant authorities in the PRC will be made by the Company after the passing of the relevant resolutions at the EGM. Subject to the satisfaction of the conditions set out above, the proposed change of company name will take effect from the date of completion of the registration of change in company name with the relevant authorities in the PRC. The Company will then carry out all necessary filing procedures with the Companies Registry in Hong Kong.

Further announcement will be made by the Company in relation to, among which, the effective date of the proposed change of company name in due course. The English stock name, Chinese stock name and website of the Company remain unchanged.

EFFECT OF THE CHANGE OF COMPANY NAME

The proposed change of company name will not affect any rights of the holders of securities of the Company. All existing certificates of securities in issue bearing the present name of the Company will, upon the proposed change of company name becoming effective, continue to be evidence of title to such securities and the existing share certificates will continue to be valid for trading, settlement, registration and delivery purposes. There will not be any arrangement for exchange of the existing share certificates of securities for new share certificates under the new name of the Company free of charge. With the effect of the proposed change of company name, any new issue of share certificates thereafter will only be in the new name of the Company.

−6 −

BUSINESS TO BE CONSIDERED AT THE EGM

APPENDIX I

This resolution has been approved at the Board meeting held on 10 May 2024 and is hereby submitted to the EGM for consideration and approval by way of special resolution. Meanwhile, the Board also proposed at the EGM to grant a mandate to the management of the Company or other persons who may be further authorized by the management of the Company, to fully handle matters regarding the change of business registration and filing procedures for the above change of company name, and sign all necessary documents and agreements (if required).

−7 −

BUSINESS TO BE CONSIDERED AT THE EGM

APPENDIX I

2. PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

Based on above matters relating to the change of company name, the Company intended to make amendments to some articles of the Articles of Association, details of which are set out as follows:

Original Articles Amended Articles Article 1 In order to safeguard the legal rights Article 1 In order to safeguard the legal rights interests of Qingdao AInnovation Technology interests of ~~Qingdao~~ AInnovation Technology Group Co., Ltd (hereinafter referred to as the Group Co., Ltd (hereinafter referred to as the “Company”), its shareholders and creditors, and to “Company”), its shareholders and creditors, and to regulate the organization and conduct of the regulate the organization and conduct of the Company, in accordance with the Company Law of Company, in accordance with the Company Law of the People’s Republic of China (hereinafter the People’s Republic of China (hereinafter referred to as the “Company Law”), the Securities referred to as the “Company Law”), the Securities Law of the People’s Republic of China”, “Special Law of the People’s Republic of China”, “Special Provisions of the State Council on the Overseas Provisions of the State Council on the Overseas Offering and Listing of Shares in Joint Stock Offering and Listing of Shares in Joint Stock Companies” (hereinafter referred to as “Special Companies” (hereinafter referred to as “Special Provisions”), “Required Provisions in the Articles Provisions”), “Required Provisions in the Articles of Association of Companies Listed Overseas”, of Association of Companies Listed Overseas”, “Letter of Opinions on Supplemental Amendments “Letter of Opinions on Supplemental Amendments to the Articles of Association of Companies Listed to the Articles of Association of Companies Listed in Hong Kong” (Zheng Jian Hai Han [1995] No. 1), in Hong Kong” (Zheng Jian Hai Han [1995] No. 1), the “Reply of the State Council on the Adjustment the “Reply of the State Council on the Adjustment of the Rules Governing the Application of the of the Rules Governing the Application of the Notice Period for Holding General Meetings of Notice Period for Holding General Meetings of Companies Listed Overseas” (Guo Han [2019] No. Companies Listed Overseas” (Guo Han [2019] No. 97), the “Rules Governing the Listing of Securities 97), the “Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited” on The Stock Exchange of Hong Kong Limited” (the “Hong Kong Listing Rules”) and other (the “Hong Kong Listing Rules”) and other relevant provisions, this Prospectus has been relevant provisions, this Prospectus has been formulated. formulated.

The Company is a joint stock limited The Company is a joint stock limited company established in accordance with the company established in accordance with the Company Law, the Special Provisions and other Company Law, the Special Provisions and other laws, regulations and regulatory documents. laws, regulations and regulatory documents.

The Company is a joint stock limited The Company is a joint stock limited company which is wholly changed by Qingdao company which is wholly changed by Qingdao AInnovation Technology Group Co., Ltd (青島創新 AInnovation Technology Group Co., Ltd (青島創新 奇智科技集團有限公司) based on the conversion to 奇智科技集團有限公司) based on the conversion to shares from net original book value of assets, being shares from net original book value of assets, being established on May 19, 2021 by way of promotion established on May 19, 2021 by way of promotion and registered with Qingdao Municipal Bureau of and registered with Qingdao Municipal Bureau of Administrative Services on May 19, 2021. We have Administrative Services on May 19, 2021. We have obtained a business license with the unified social obtained a business license with the unified social credit code of 91440300MA5F0CAJ1C. credit code of 91440300MA5F0CAJ1C.

−8 −

BUSINESS TO BE CONSIDERED AT THE EGM

APPENDIX I

The promoters of the Company are: Sinovation Ventures (Beijing) Enterprise Management Limited (創新工場(北京)企業管理股 份有限公司), Xu Hui (徐輝), Qingdao Xinnuo Zhiqi Enterprise Management Consultation Partnership (Limited Partnership) (青島新諾智奇 企業管理諮詢合夥企業(有限合夥)), Qingdao Chuangzhi Equity Investment Fund (Limited Partnership) (青島甲子創智股權投資基金(有限合 夥)), Qingdao Xinhui Zhiqi Entrepreneurship Service Center (Limited Partnership) (青島新輝智 奇創業服務中心(有限合夥)), Ningbo Meishan Free Trade Port Hongxi Equity Investment Partnership (Limited Partnership) (寧波梅山保稅港區泓熙股權 投資合夥企業(有限合夥)), Shenzhen Huasheng Lingxiu Equity Investment Partnership (Limited Partnership) (深圳華晟領秀股權投資合夥企業(有 限合夥)), Beijing Sinovation Ventures Center (Limited Partnership) (北京創新工場創業投資中心 (有限合夥)), Chengwei Evergreen Equity Investment Partnership (Limited Partnership) (南通 成為常青股權投資合夥企業(有限合夥)), Ningbo Meishan Free Trade Port Hongyue Equity Investment Partnership (Limited Partnership) (寧波 梅山保稅港區泓越股權投資合夥企業(有限合夥)), Ningbo Meishan Free Trade Port Honger Equity Investment Partnership (Limited Partnership) (寧波 梅山保稅港區泓爾股權投資合夥企業(有限合夥)), Qingdao Xinqi Entrepreneurship Service Center (Limited Partnership) (青島新奇創業服務中心(有 限合夥)), Qingdao Xinyun Entrepreneurship Service Center (Limited Partnership) (青島新雲創 業服務中心(有限合夥)), Beijing Sinovation Ventures Yucheng Management Consultation Co., Ltd. (北京創新工場育成管理諮詢有限公司), Wang Hua (汪華), Qingdao Innovation Zhicheng Technology Center (Limited Partnership) (青島創 新智成科技中心(有限合夥)), Shanghai Lanyue Enterprise Management (Limited Partnership) (上 海攬岳企業管理中心(有限合夥)), Shanghai Guohe Phase II Modern Service Industry Equity Investment Fund Partnership (上海國和二期現代服 務業股權投資基金合夥企業(有限合夥)), Qingdao Yunhai Zhicheng Investment Management Center (Limited Partnership) (青島雲海至誠投資管理中心 (有限合夥)), Xiamen Ronghui Yingjia Equity Investment Partnership (Limited Partnership) (廈門 融匯盈嘉股權投資合夥企業(有限合夥)), Tianjin Huaxing Zhihong Equity Investment Partnership (Limited Partnership) (天津華興志鴻股權投資合夥 企業(有限合夥)), Qingdao Xinda Entrepreneurship Service Center (Limited Partnership) (青島新達創 業服務中心(有限合夥)), Qingdao SAIF Haohai Venture Capital Center (Limited Partnership) (青島 賽富皓海創業投資中心(有限合夥)), Jiaxing Yilang Kunrui Investment Management Partnership (Limited Partnership) (嘉興宜朗坤瑞投資管理合夥 企業(有限合夥)), Tao Ning (陶寧), Huangshan SAIF Tourism Culture Industry Development Fund (Limited Partnership) (黃山賽富旅遊文化產業發展 基金(有限合夥)), Wufang Tianya Group Co., Ltd. (五方天雅集團有限公司), Yinfeng Finance (Beijing) Investment Management Co., Ltd. (銀豐 融金(北京)投資管理有限公司), Shenzhen Qianhai Puzheng Investment Management Co., Ltd. (深圳 前海普正投資管理有限公司).

The promoters of the Company are: Sinovation Ventures (Beijing) Enterprise Management Limited (創新工場 (北京)企業管理股 份有限公司), Xu Hui (徐輝), Qingdao Xinnuo Zhiqi Enterprise Management Consultation Partnership (Limited Partnership) (青島新諾智奇 企業管理諮詢合夥企業(有限合夥)), Qingdao Chuangzhi Equity Investment Fund (Limited Partnership) (青島甲子創智股權投資基金(有限合 夥)), Qingdao Xinhui Zhiqi Entrepreneurship Service Center (Limited Partnership) (青島新輝智 奇創業服務中心(有限合夥)), Ningbo Meishan Free Trade Port Hongxi Equity Investment Partnership (Limited Partnership) (寧波梅山保稅港區泓熙股權 投資合夥企業(有限合夥)), Shenzhen Huasheng Lingxiu Equity Investment Partnership (Limited Partnership) (深圳華晟領秀股權投資合夥企業(有 限合夥)), Beijing Sinovation Ventures Center (Limited Partnership) (北京創新工場創業投資中心 (有限合夥)), Chengwei Evergreen Equity Investment Partnership (Limited Partnership) (南通 成為常青股權投資合夥企業(有限合夥)), Ningbo Meishan Free Trade Port Hongyue Equity Investment Partnership (Limited Partnership) (寧波 梅山保稅港區泓越股權投資合夥企業(有限合夥)), Ningbo Meishan Free Trade Port Honger Equity Investment Partnership (Limited Partnership) (寧波 梅山保稅港區泓爾股權投資合夥企業(有限合夥)), Qingdao Xinqi Entrepreneurship Service Center (Limited Partnership) (青島新奇創業服務中心(有 限合夥)), Qingdao Xinyun Entrepreneurship Service Center (Limited Partnership) (青島新雲創 業服務中心(有限合夥)), Beijing Sinovation Ventures Yucheng Management Consultation Co., Ltd. (北京創新工場育成管理諮詢有限公司), Wang Hua (汪華), Qingdao Innovation Zhicheng Technology Center (Limited Partnership) (青島創 新智成科技中心(有限合夥)), Shanghai Lanyue Enterprise Management (Limited Partnership) (上 海攬岳企業管理中心(有限合夥)), Shanghai Guohe Phase II Modern Service Industry Equity Investment Fund Partnership (上海國和二期現代服 務業股權投資基金合夥企業(有限合夥)), Qingdao Yunhai Zhicheng Investment Management Center (Limited Partnership) (青島雲海至誠投資管理中心 (有限合夥)), Xiamen Ronghui Yingjia Equity Investment Partnership (Limited Partnership) (廈門 融匯盈嘉股權投資合夥企業(有限合夥)), Tianjin Huaxing Zhihong Equity Investment Partnership (Limited Partnership) (天津華興志鴻股權投資合夥 企業(有限合夥)), Qingdao Xinda Entrepreneurship Service Center (Limited Partnership) (青島新達創 業服務中心(有限合夥)), Qingdao SAIF Haohai Venture Capital Center (Limited Partnership) (青島 賽富皓海創業投資中心(有限合夥)), Jiaxing Yilang Kunrui Investment Management Partnership (Limited Partnership) (嘉興宜朗坤瑞投資管理合夥 企業(有限合夥)), Tao Ning (陶寧), Huangshan SAIF Tourism Culture Industry Development Fund (Limited Partnership) (黃山賽富旅遊文化產業發展 基金(有限合夥)), Wufang Tianya Group Co., Ltd. (五方天雅集團有限公司), Yinfeng Finance (Beijing) Investment Management Co., Ltd. (銀豐 融金(北京)投資管理有限公司), Shenzhen Qianhai Puzheng Investment Management Co., Ltd. (深圳 前海普正投資管理有限公司).

−9 −

BUSINESS TO BE CONSIDERED AT THE EGM

APPENDIX I

Article 2 The Company’s registered name: Article 2 The Company’s registered name: Chinese full name: 青島創新奇智科技集團股份有 Chinese full name: ~~青島~~ 創新奇智科技集團股份有 限公司 限公司 English full name: Qingdao AInnovation English full name: ~~Qingdao A~~ Innovation Technology Group Co., Ltd Technology Group Co., Ltd

This resolution has been approved at the Board meeting held on 10 May 2024 and is hereby submitted to the EGM for consideration and approval by way of special resolution. Meanwhile, the Board also proposed at the EGM to grant a mandate to the management of the Company or other persons who may be further authorized by the management of the Company, to fully handle matters regarding the change of business registration and filing procedures for the above amendments to the Articles of Association, and sign all necessary documents and agreements (if required).

−10 −

NOTICE OF EXTRAORDINARY GENERAL MEETING

==> picture [24 x 40] intentionally omitted <==

==> picture [73 x 34] intentionally omitted <==

QINGDAO AINNOVATION TECHNOLOGY GROUP CO., LTD* 青島創新奇智科技集團股份有限公司

(A joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 2121)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (the “ EGM ”) of Qingdao AInnovation Technology Group Co., Ltd (the “ Company ”) will be held at The North Star Conference Room, 8F, Dinghao Tower Block A, No. 3 Haidian Street, Haidian District, Beijing, PRC on Thursday, 30 May 2024 at 10 a.m. for the purpose of considering and, if thought fit, passing the following resolutions:

SPECIAL RESOLUTIONS

• 1 To consider and approve the proposed change of company name.

• 2 To consider and approve the proposed amendments to the Articles of Association.

By Order of the Board

QINGDAO AINNOVATION TECHNOLOGY GROUP CO., LTD* 青島創新奇智科技集團股份有限公司 Xu Hui

Executive Director and Chief Executive Officer

Hong Kong, 14 May 2024

−11 −

NOTICE OF EXTRAORDINARY GENERAL MEETING

Notes:

1. In order to determine the list of shareholders of the Company who are entitled to attend the EGM, the register of members of the Company will be closed from Wednesday, 29 May 2024 to Thursday, 30 May 2024, both days inclusive, during which period no transfer of shares of the Company (the “ Shares ”) will be effected. Unregistered holders of Shares of the Company who wish to attend the EGM must lodge the share certificate accompanied by transfer documents with the Company’s H Share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong for registration no later than 4:30 p.m. on Tuesday, 28 May 2024. Shareholders whose names appear on the register of members of the Company on Thursday, 30 May 2024 are entitled to attend and vote at the EGM.

2. Shareholders who are entitled to attend and vote at the EGM may appoint one or more proxies to attend and vote on their behalves. A proxy need not be a member of the Company, but must be present in person at the EGM to represent the member.

The instrument appointing a proxy must be in writing under the hand of a shareholder or his attorney duly authorised in writing. If the shareholder is a corporation, that instrument must be either under its common seal or under the hand of its director(s) or duly authorised attorney(s). If that instrument is signed by an attorney of the shareholder, the power of attorney authorising that attorney to sign or other authorisation document must be notarised.

In order to be valid, the proxy form together with the notarised power of attorney or other authorisation document (if any) must be deposited at the Company’s H share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong not less than 24 hours before the time fixed for the holding of the EGM (i.e. before 10 a.m. on Wednesday, 29 May 2024) or any adjournment thereof (as the case may be). Completion and return of the form of proxy will not preclude Shareholders from attending and voting in person at the EGM or any adjournment thereof should they so wish.

1. Pursuant to the provisions of the Articles of Association, any vote of shareholders at a general meeting must be taken by poll. As such, the resolutions set out in the notice of the EGM will be voted by poll.

2. The EGM is expected to last for half a day. Shareholders or their proxies shall produce their identity documents when attending the EGM (or any adjournment thereof). Shareholders or their proxies attending the EGM shall be responsible for their own travel and accommodation expenses.

3. For details of the resolutions, please refer to the circular of the Company dated 14 May 2024.

4. If the attending shareholder is a corporation, its legal representative shall produce his/her identity card, valid certificate and share certificate which can prove his/her qualification as a legal representative; if the proxy attends the meeting, the proxy shall produce his/her identity card and the written power of attorney duly issued by the relevant shareholder.

5. References to time and dates in this notice are to Hong Kong time and dates.

−12 −