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CALB Group Co., Ltd. Proxy Solicitation & Information Statement 2026

May 18, 2026

50927_rns_2026-05-18_8fd864a9-d69e-4ee8-a0a8-04aae392325a.pdf

Proxy Solicitation & Information Statement

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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.

CALB

CALB Group Co., Ltd.

中創新航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: 3931)

NOTICE OF ANNUAL GENERAL MEETING

A NOTICE IS HEREBY GIVEN THAT the annual general meeting (the "AGM") of CALB Group Co., Ltd. (the "Company") will be held at 2:00 p.m. on Tuesday, 9 June, 2026, at Conference Room VIP1, CALB Group Co., Ltd., No. 1, Jiangdong Avenue, Jintan District, Changzhou, People's Republic of China, at which, the following resolutions will be considered and approved.

ORDINARY RESOLUTIONS

  1. To consider and approve the report of the Board of the Company for the year of 2025
  2. To consider and approve the report of the Supervisory Committee of the Company for the year of 2025
  3. To consider and approve the audited consolidated financial statements and auditor's report of the Company for the year ended December 31, 2025
  4. To consider and approve the annual report of the Company for the year of 2025
  5. To consider and approve the proposal regarding the profit distribution of the Company for the year of 2025 (i.e. no dividend being proposed)
  6. To consider and approve the proposal regarding the re-appointment of domestic auditor of the Company for the year of 2026
  7. To consider and approve the proposal regarding the change of auditor for H Shares of the Company

SPECIAL RESOLUTION

  1. To consider and approve the resolution on the grant of general mandate to the Board to issue shares

By order of the Board

CALB Group Co., Ltd.

Liu Jingyu

Chairwoman of the Board,

executive Director and General Manager

Changzhou, PRC

18 May, 2026

As at the date of this notice, the Board comprises Liu Jingyu and Dai Ying as executive Directors, Hu Jing, Li Jiancun and Xie Jieping as non-executive Directors, Dr. Wang Susheng, Dr. Chen Zetong and Dr. Xiao Wen as independent non-executive Directors.


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Notes:

  1. For the purpose of determining the entitlement of the Shareholders of the Company to attend and vote at the AGM, the H Shares register of members of the Company will be closed from Thursday, 4 June 2026 to Tuesday, 9 June 2026 (both days inclusive), during which period no transfer of shares will be registered. The Shareholders whose names appear on the register of members of the Company on Tuesday, 9 June 2026 are entitled to attend and vote at the AGM. To be eligible to attend and vote at the AGM, all transfer documents accompanied by the relevant share certificates must be lodged with the Company's H Share registrar, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not later than 4:30 p.m. on Wednesday, 3 June 2026.

  2. Any member entitled to attend and vote at the meeting convened by the above notice is entitled to appoint one or more proxies to attend and vote in his/her stead. A proxy need not be a member of the Company. If more than one proxy is appointed, the appointment shall specify the number of shares in respect of which each such proxy is appointed.

  3. Form of proxy together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power or authority, must be lodged with the Company's H Share registrar, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not later than 24 hours before the time fixed for holding the AGM (i.e. before 2:00 p.m. on Monday, 8 June, 2026) or any adjournment(s) thereof. Completion and return of the form of proxy will not preclude a member from attending and voting in person at the AGM or any adjournment(s) thereof (as the case may be), should he/she so wishes and in such event, the form of proxy shall be deemed to be revoked.

  4. Pursuant to Rule 13.39(4) of the Listing Rules, the resolutions set out above will be voted by poll. Where the chairperson of the Company in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted, such resolution will be decided by a show of hands.

  5. Where there are joint holders of any share of the Company (the "Share"), any one of such joint holder may vote, either in person or by proxy in respect of such Share as if he/she were solely entitled thereto, but if more than one of such joint holders is present at the AGM, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and, for this purpose, seniority shall be determined by the order in which the names stand in the register in respect of the joint holding of such Share.

  6. The Chinese translation of this notice is for reference only, and in case of any inconsistency, the English version shall prevail.

  7. Unless otherwise specified, capitalized terms used in this notice shall have the same meanings as those defined in the circular of the Company dated 18 May, 2026.