Beijing SinoHytec Company Limited — Proxy Solicitation & Information Statement 2025

May 29, 2025

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.

亿华通 北京億華通科技股份有限公司 SinoHytec Beijing SinoHytec Co., Ltd.

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

(Stock Code: 2402)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the annual general meeting (the “AGM”) of Beijing SinoHytec Co., Ltd. (the “Company”) will be held at 2:00 p.m. on Friday, June 20, 2025 at Room C701, 7th Floor, Block C, Building B-6, Dongsheng Science Park, Zhongguancun, No. 66, Xixiaokou Road, Haidian District, Beijing, China to consider and, if thought fit, approve the following resolutions:

ORDINARY RESOLUTIONS

1. To consider and approve the annual report of the Company and its subsidiaries for the year of 2024 and its abstract;
2. To consider and approve the report of the board of directors of the Company (the “Board”) for the year of 2024;
3. To consider and approve the report of the supervisory committee of the Company (the “Supervisory Committee”) for the year of 2024;
4. To consider and approve the financial accounts report of the Company and its subsidiaries for the year of 2024;
5. To consider and approve the Company’s unrecovered losses reaching one third of the total paid-in capital;
6. To consider and approve the profit distribution plan of the Company for the year of 2024;

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1. To consider and approve the re-appointment of BDO China Shu Lun Pan Certified Public Accountants LLP as the auditors of the Company for the year of 2025, for a term commencing from the date of approval at the AGM until the conclusion of the next annual general meeting of the Company, and authorize the management of the Company to fix their remuneration;

2. To consider and approve the termination of the fundraising project for the issuance of A shares to specific entities through simplified procedure;

3. To consider and approve the utilization of part of the over-subscription proceeds from A share offering for repayment of bank loans;

SPECIAL RESOLUTION

1. To consider and approve the abolition of the Supervisory Committee and the proposed amendments to the articles of association of the Company;

ORDINARY RESOLUTIONS

1. To consider and approve the proposed amendments to the rules of procedures of general meetings of the Company;

2. To consider and approve the proposed amendments to the rules of procedures of the board of directors of the Company;

3. To consider and approve the proposed amendments to the governance policies of the Company;

14.00 To consider and approve the proposal on formulating the remuneration plan for the fourth session of the Board;

14.01 To consider and approve the remuneration plan of the executive directors of the Company;

14.02 To consider and approve the remuneration plan of the non-executive directors of the Company;

14.03 To consider and approve the remuneration plan of the independent non-executive directors of the Company;

15.00 To consider and approve the election of the non-independent directors of the fourth session of the Board (excluding employee representative director);

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15.01 To consider and approve the election of Mr. Zhang Guoqiang as an executive director of the Company;

15.02 To consider and approve the election of Ms. Song Haiying as an executive director of the Company;

15.03 To consider and approve the election of Ms. Dai Dongzhe as an executive director of the Company; and

15.04 To consider and approve the election of Mr. Song Feng as a non-executive director of the Company;

16.00 To consider and approve the election of the independent non-executive directors of the fourth session of the Board;

16.01 To consider and approve the election of Mr. Ji Xuehong as an independent non-executive director of the Company;

16.02 To consider and approve the election of Mr. Chan So Kuen as an independent non-executive director of the Company; and

16.03 To consider and approve the election of Mr. Li Zhijie as an independent non-executive director of the Company.

By order of the Board
Beijing SinoHytec Co., Ltd.
ZHANG Guoqiang
Chairman of the Board

Beijing, the PRC,
May 29, 2025

As of the date of this notice, the board of directors of the Company comprises Mr. Zhang Guoqiang, Ms. Song Haiying and Ms. Dai Dongzhe as executive directors, Ms. Teng Renjie and Mr. Song Feng as non-executive directors, Mr. Liu Xiaoshi, Mr. Ji Xuehong, Mr. Chan So Kuen and Mr. Li Zhijie as independent non-executive directors.

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Notes:

1. Pursuant to the Rule 13.39(4) of the Rules Governing the Listing of Securities (the “Listing Rules”) on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”), voting on all resolutions at a general meeting shall be by way of poll. The poll results of the AGM will be published on the websites of the Stock Exchange (www.hkexnews.hk) and the Company (www.sinohytec.com) in accordance with the requirements of the Listing Rules. For the avoidance of doubt, holders of treasury shares of the Company, if any, shall abstain from voting at the AGM.

2. The record date for determining the entitlement of the shareholders of the Company (the “Shareholders”) to attend and vote at the AGM will be at 4:30 p.m. on Friday, June 13, 2025. For the purpose of determining the entitlement of the Shareholders to attend and vote at the AGM, all properly completed transfer forms accompanied by the relevant share certificates must be lodged for registration with the H share registrar of the Company, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong (for H Shareholders), no later than 4:30 p.m. on Friday, June 13, 2025. For the avoidance of doubt, any person(s) who become Shareholder(s) after 4:30 p.m., Friday, June 13, 2025 will not be entitled to attend and vote at the AGM.

3. Any Shareholder who is entitled to attend and vote at the AGM may appoint one or more proxies to attend and vote on his/her behalf. A proxy needs not be a Shareholder. If the Shareholder appoints more than one proxy, his/her proxies may only vote by poll.

4. The instrument appointing a proxy shall be in writing under the hand of the appointor or his/her attorney duly authorized in writing. If the Shareholder is a legal entity, then the relevant appointing document must be either under seal or under the hand of its director or attorney duly authorized. If the instrument appointing a proxy is signed by a person duly authorized by the Shareholder, the powers of attorney or other instruments of authorization shall be notarized. For H Shareholders, the aforementioned documents must be lodged with the H share registrar of the Company, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong as soon as possible but in any event by not later than 24 hours before the time fixed for holding of the AGM (i.e. not later than 2:00 p.m. on Thursday, June 19, 2025) or any adjournment or postponement thereof. Completion and return of the form(s) of proxy shall not preclude you from attending and voting in person at the AGM or any adjourned or postponed meeting(s) if you so wish.

5. Shareholders shall produce their identification documents when attending the AGM.

6. If a proxy attends the AGM on behalf of a Shareholder, he/she should produce his/her identification document and the power of attorney or other documents signed by the appointer or his/her attorney, which specifies the date of its issuance. If a representative of a corporate Shareholder attends the AGM, such representative shall produce his/her identification document and the notarized copy of the resolution passed by the board of directors or other authority or notarized copy of any authorization documents issued by such corporate Shareholder.

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1. The H share registrar of the Company in Hong Kong is Tricor Investor Services Limited and its address and contact information are as follows:

17/F, Far East Finance Centre
16 Harcourt Road
Hong Kong
Email: is-enquiries@vistra.com
Tel: (852) 2980 1333
Fax: (852) 2810 8185

1. The address and contact information of the office of the Board located at the registered office of the Company in the PRC are as follows:

Room C701, 7th Floor, Block C
Building B-6, Dongsheng Science Park
Zhongguancun, No. 66, Xixiaokou Road
Haidian District
Beijing, China
Contact person: Kang Zhi (康智)
Tel: +86 10 62927176
Email: sinohytec@autoht.com

1. Pursuant to the articles of association of the Company, in respect of any joint Shareholder of any share of the Company, only the joint Shareholders whose name stands first in the register of Shareholders has the rights to receive this notice or other document of the Company, and any notice given to such person shall be deemed to have been given to all joint Shareholders in respect of the shares. Any of the joint Shareholders may sign the form of proxy, but if more than one joint Shareholder is present in person or by proxy, a vote by the joint Shareholder in priority, whether in person or by proxy, shall be accepted as the sole vote on behalf of the remaining joint Shareholders. For this purpose, the order of precedence of the joint Shareholders shall be determined by the rank of such joint Shareholders in the register of Shareholders in relation to the shares concerned.

2. Cumulative voting method will be adopted for resolutions numbered 15.01, 15.02, 15.03, 15.04, 16.01, 16.02 and 16.03. Explanation of the voting method for electing director candidates using the cumulative voting is as follows:

3. The election of director candidates at the general meeting shall be numbered as resolution groups, respectively. Investors should vote for each candidate under each resolution group.

4. The number of declared shares represents the number of votes in the election. For each resolution group, for each share held by shareholders, the total number of votes equal to the number of directors to be elected under the resolution group. If a shareholder holds 100 shares of a listed company, 10 directors should be elected at the general meeting, and there are 12 director candidates, then the shareholder has 1,000 votes for the election resolution group of the Board.

5. Shareholders shall vote within the limit of the number of votes of each resolution group. Shareholders can vote according to their own wishes. They can vote for one candidate in a centralized manner, or they can vote for different candidates in any combination. After the voting is over, number of votes received will be calculated for each resolution, respectively.

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