China Silver Group Limited — Proxy Solicitation & Information Statement 2026

Apr 24, 2026

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 licensed securities dealer, a bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in China Silver Group Limited, you should at once hand this circular and the enclosed form of proxy to the purchaser or transferee or to the bank, licensed securities dealer 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.

中國白銀集團

CHINA SILVER GROUP

CHINA SILVER GROUP LIMITED

中國白銀集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 815)

PROPOSALS FOR

(1) GENERAL MANDATES TO ISSUE ADDITIONAL

SHARES AND/OR RESELL TREASURY SHARES

AND TO REPURCHASE SHARES;

(2) RE-ELECTION OF DIRECTORS;

AND

NOTICE OF ANNUAL GENERAL MEETING

A letter from the Board is set out on pages 4 to 9 of this circular.

Resolutions will be proposed at the Annual General Meeting of the Company to be held at Unit 5, 17/F, China Merchants Tower, Shun Tak Centre, 168-200 Connaught Road Central, Sheung Wan, Hong Kong on Thursday, 18 June 2026 at 2:45 p.m. or any adjournment thereof to approve the matters referred to in this circular.

The notice convening the Annual General Meeting together with the form of proxy for use at the meeting are enclosed with this circular. Whether or not you are able to attend the meeting, you are requested to complete the form of proxy in accordance with the instructions printed thereon and return it to Computershare Hong Kong Investor Services Limited, the Company's share registrar in Hong Kong, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the meeting (i.e. not later than 2:45 p.m. on Tuesday, 16 June 2026) or the adjourned meeting (as the case may be). Completion and return of the form of proxy shall not preclude you from attending and voting in person at the meeting or any adjourned meeting should you so wish. If you attend and vote at the Annual General Meeting, the authority of your proxy will be revoked.

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

24 April 2026

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CONTENTS

Page

Definitions 1

Letter from the Board
1. Introduction 4
2. Share Issue and Resale Mandate 5
3. Share Repurchase Mandate 5
4. Re-election of Directors 6
5. Re-appointment of Auditor 7
6. Voting by Poll. 7
7. Annual General Meeting 8
8. Closure of Register of Members 8
9. Responsibility Statement 8
10. Recommendation 9
11. Additional Information 9

Appendix I — Explanatory Statement on Share Repurchase Mandate 10

Appendix II — Details of Directors Proposed for Re-election 14

Notice of Annual General Meeting 16

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DEFINITIONS

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

"Annual General Meeting"
the annual general meeting to be convened by the Company, to be held on Thursday, 18 June 2026 at Unit 5, 17/F, China Merchants Tower, Shun Tak Centre, 168-200 Connaught Road Central, Sheung Wan, Hong Kong, the notice of which is set out on pages 16 to 21 of this circular;

"Articles of Association"
the memorandum and articles of association of the Company, as amended, modified or otherwise supplemented from time to time, and "Article" shall mean an Article of the Articles of Association;

"associate(s)"
has the meaning ascribed to it under the Listing Rules;

"Audit Committee"
the audit committee of the Board;

"Auditor"
the auditor of the Company at the relevant time;

"Board"
the board of the Directors;

"CCASS"
the Central Clearing and Settlement System established and operated by HKSCC;

"close associate(s)"
has the meaning ascribed to it under the Listing Rules;

"Company"
China Silver Group Limited, an exempted company incorporated in the Cayman Islands with limited liability, the Shares of which are listed on the Main Board of the Stock Exchange;

"connected person(s)"
has the meaning ascribed to it under the Listing Rules;

"controlling shareholder"
has the meaning ascribed to it under the Listing Rules;

"Core Connected Persons"
shall have the meaning ascribed to it under the Listing Rules;

"Director(s)"
the director(s) of the Company;

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DEFINITIONS

“Group”	the Company and its subsidiaries;
“HK$”	Hong Kong dollars, the lawful currency of Hong Kong;
“HKSCC”	Hong Kong Securities Clearing Company Limited, including, where the context so requires, its agents, nominees, representatives, officers and employees;
“Hong Kong”	the Hong Kong Special Administrative Region of the PRC;
“Latest Practicable Date”	20 April 2026, being the latest practicable date for ascertaining certain information referred to in this circular prior to the printing of this circular;
“Listing Rules”	the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, as amended from time to time;
“Nomination Committee”	the nomination committee of the Board;
“PRC”	the People’s Republic of China;
“Remuneration Committee”	the remuneration committee of the Board;
“SFO”	the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), as amended from time to time;
“Share(s)”	ordinary share(s) of HK$0.01 each in the capital of the Company;
“Share Issue and Resale Mandate”	the general mandate proposed to be granted to the Directors at the Annual General Meeting to allot, issue and otherwise deal with additional Shares and/or to resell or transfer Treasury Shares of up to a maximum of 20% of the total number of issued Shares (excluding Treasury Shares) of the Company as at the date of the passing of the relevant resolution approving such grant;

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DEFINITIONS

"Share Repurchase Mandate"
the general mandate proposed to be granted to the Directors at the Annual General Meeting to repurchase Shares up to a maximum of 10% of the total number of issued Shares (excluding Treasury Shares) of the Company as at the date of the passing of the relevant resolution approving such grant;

"Shareholder(s)"
holder(s) of the Share(s);

"Stock Exchange"
The Stock Exchange of Hong Kong Limited;

"substantial shareholder(s)"
has the meaning ascribed to it under the Listing Rules;

"Takeovers Code"
the Code on Takeovers and Mergers issued by the Securities and Futures Commission, as amended from time to time; and

"Treasury Share(s)"
has the meaning ascribed to the term "treasury shares" under the Listing Rules as applied to the Shares;

"%)
per cent.

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LETTER FROM THE BOARD

中國白銀集團

CHINA SILVER GROUP

CHINA SILVER GROUP LIMITED

中國白銀集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 815)

Executive Directors:

Mr. CHEN Wantian (Chairman)

Mr. SONG Guosheng

Independent Non-executive Directors:

Mr. SONG Hongbing

Ms. SONG Fangxiu

Dr. ZENG Yilong

Registered Office:

Intertrust Corporate Services (Cayman) Limited

One Nexus Way

Camana Bay

Grand Cayman, KY1-9005

Cayman Islands

Head Office and Principal Place

of Business in the PRC:

37th Floor, Tower A

Shuibei Jewelry Headquarters Building

No.3008 Buxin Road, Dushu Community

Dongxiao Subdistrict, Luohu District

Shenzhen, Guangdong, the PRC

Principal Place of Business in Hong Kong:

Unit 5, 17/F, China Merchants Tower

Shun Tak Centre

168-200 Connaught Road Central

Sheung Wan

Hong Kong

24 April 2026

To the Shareholders

Dear Sir or Madam,

PROPOSALS FOR

(1) GENERAL MANDATES TO ISSUE ADDITIONAL

SHARES AND/OR RESELL TREASURY SHARES

AND TO REPURCHASE SHARES;

(2) RE-ELECTION OF DIRECTORS;

AND

NOTICE OF ANNUAL GENERAL MEETING

1. INTRODUCTION

The purpose of this circular is to provide you with information relating to (i) the proposed grant of the Share Issue and Resale Mandate and the Share Repurchase Mandate and (ii) the re-election of Directors standing for re-election at the Annual General Meeting, and to give you the notice of the Annual General Meeting. A notice of the Annual General Meeting containing the resolutions to be proposed at the Annual General Meeting is set out in this circular.

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LETTER FROM THE BOARD

2. SHARE ISSUE AND RESALE MANDATE

At the annual general meeting of the Company held on 18 June 2025, a general mandate was granted to the Directors to issue Shares. Such mandate will lapse at the conclusion of the Annual General Meeting. In order to give the Company the flexibility to issue additional Shares and/or resell Treasury Shares if and when appropriate, an ordinary resolution will be proposed at the Annual General Meeting that the Directors be granted a general and unconditional mandate to exercise all the powers of the Company to allot, issue and deal with additional Shares and/or to resell or transfer Treasury Shares for up to a maximum of 20% of the total number of issued Shares (excluding Treasury Shares) of the Company as at the date of the passing of such ordinary resolution. As at the Latest Practicable Date, there were 3,036,337,559 issued Shares. As at the Latest Practicable Date, the Company did not have any Treasury Shares. Subject to the passing of the relevant ordinary resolution to approve the Share Issue and Resale Mandate and on the basis that no further Shares are issued or repurchased between the Latest Practicable Date and the date of the Annual General Meeting, the Company will be authorised to allot, issue and deal with additional Shares and/or to resell or transfer Treasury Shares for up to a maximum of 607,267,511 Shares under the Share Issue and Resale Mandate.

In addition, it is further proposed, by way of a separate ordinary resolution, that the Share Issue and Resale Mandate be extended so that the Directors be given a general mandate to issue and/or resell further number of Shares equal to the total number of Shares repurchased under the Share Repurchase Mandate.

The Share Issue and Resale Mandate, if granted, will continue in force until the earliest of (a) the conclusion of the next annual general meeting of the Company after the Annual General Meeting; (b) the expiration of the period within which the next annual general meeting of the Company is required to be held under its Articles of Association or the laws applicable to the Company; and (c) the revocation or variation of such authority by an ordinary resolution passed at a general meeting of the Company.

3. SHARE REPURCHASE MANDATE

At the annual general meeting of the Company held on 18 June 2025, a general mandate was granted to the Directors to repurchase Shares. Such mandate will lapse at the conclusion of the Annual General Meeting. In order to give the Company the flexibility to repurchase Shares if and when appropriate, an ordinary resolution will be proposed at the Annual General Meeting that the Directors be granted a general and unconditional mandate to exercise all the powers of the Company to repurchase Shares on the Stock Exchange up to a maximum of 10% of the total number of issued Shares (excluding Treasury Shares) of the Company as at the date of passing of such ordinary resolution. As at the Latest Practicable Date, there were 3,036,337,559 issued Shares. Subject to the passing of the relevant ordinary resolution approving the Share Repurchase Mandate and on the basis that no further Shares are issued or repurchased between the Latest Practicable Date and the date of the Annual General Meeting, the Company will be authorised to repurchase a maximum of 303,633,755 Shares under the Share Repurchase Mandate.

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LETTER FROM THE BOARD

The Share Repurchase Mandate, if granted, will continue in force until the earliest of (a) the conclusion of the next annual general meeting of the Company after the Annual General Meeting; (b) the expiration of the period within which the next annual general meeting of the Company is required to be held under its Articles of Association or the laws applicable to the Company; and (c) the revocation or variation of such authority by an ordinary resolution passed at a general meeting of the Company.

An explanatory statement containing information relating to the Share Repurchase Mandate as required pursuant to the Listing Rules is set out in Appendix I on pages 10 to 13 of this circular.

4. RE-ELECTION OF DIRECTORS

As at the Latest Practicable Date, Mr. Chen Wantian and Mr. Song Guosheng were the executive Directors; and Mr. Song Hongbing, Dr. Zeng Yilong and Ms. Song Fangxiu were the independent non-executive Directors.

In accordance with Article 84(1) of the Articles of Association, Mr. Chen Wantian and Dr. Zeng Yilong shall retire from office by rotation at the Annual General Meeting and, being eligible, will offer themselves for re-election at the Annual General Meeting.

The Nomination Committee has reviewed the structure and composition of the Board, the confirmations and disclosures given by the Directors, the qualifications, skills and experience, time commitment and contribution of the retiring Directors with reference to the nomination principles and criteria set out in the Company's Board Diversity Policy and Director Nomination Policy and the Company's corporate strategy, and the independence of all independent non-executive Directors. The Nomination Committee has recommended to the Board the re-election of all the aforesaid Directors, including Dr. Zeng Yilong, an independent non-executive Director. Dr. Zeng Yilong has confirmed his independence to the Company in accordance with Rule 3.13 of the Listing Rules. The Board has assessed and reviewed Dr. Zeng Yilong's independence and believes that he has satisfied the independence requirements under the Listing Rules, and believes that he will continue to bring valuable business experience, knowledge and professionalism to the Board for its efficient and effective functioning and diversity. Therefore, his re-election as an independent non-executive Director is in the best interests of the Company and the Shareholders as a whole.

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LETTER FROM THE BOARD

In addition, although Dr. Zeng Yilong will be serving on the Board for more than nine years during the re-elected term, the Board, having considered the aforesaid recommendation of the Nomination Committee, considers that Dr. Zeng Yilong is still independent and should be re-elected based on the following factors: (i) the annual confirmations of independence provided by him to the Board over the years pursuant to Rule 3.13 of the Listing Rules; (ii) the fact that he does not have any interest or short position in the Shares, underlying Shares or debentures of the Company or its associated corporations; (iii) the fact that he is not involved in the daily operations and management of the Group's business; and (iv) his educational background and expertise in the area of economics and finance which is unique in the Board and has continuously brought perspectives to the Board.

Details of the Directors proposed to be re-elected at the Annual General Meeting are set out in Appendix II on pages 14 to 15 of this circular.

5. RE-APPOINTMENT OF AUDITOR

In accordance with Rule 13.88 of the Listing Rules, an ordinary resolution will be proposed at the Annual General Meeting to re-appoint Linksfield CPA Limited ("Linksfield") as the auditor of the Company to hold office from the conclusion of the Annual General Meeting until the next annual general meeting and to authorise the Board to fix its remuneration for the year ending 31 December 2026.

The Company estimates that the audit fee to be agreed with Linksfield for the audit services relating to the year ending 31 December 2026 would be approximately HK$1,400,000, which is determined based on the historical audit fee agreed between the Company and Linksfield, the complexity and business plan of the Company, the expected audit scope, audit timetable and auditors' resources required.

6. VOTING BY POLL

All the resolutions set out in the notice of the Annual General Meeting will be decided by poll in accordance with the Listing Rules. The poll results will be published on the Company's website at www.chinasilver.hk and the Stock Exchange's website at www.hkexnews.hk after the conclusion of the Annual General Meeting.

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LETTER FROM THE BOARD

7. ANNUAL GENERAL MEETING

Notice of the Annual General Meeting is set out on pages 16 to 21 of this circular. A form of proxy for use at the Annual General Meeting is enclosed with this circular. Whether or not you are able to attend the meeting, you are requested to complete the form of proxy in accordance with the instructions printed thereon and return it to Computershare Hong Kong Investor Services Limited, the Company’s share registrar in Hong Kong, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the Annual General Meeting (i.e. not later than 2:45 p.m. on Tuesday, 16 June 2026) or the adjourned meeting (as the case may be). Completion and return of the form of proxy will not prevent you from attending and voting in person at the Annual General Meeting or any adjourned meeting if you so wish. If you attend and vote at the Annual General Meeting, the authority of the proxy will be revoked.

8. CLOSURE OF REGISTER OF MEMBERS

The register of members of the Company will be closed from Monday, 15 June 2026 to Thursday, 18 June 2026 (both days inclusive), during which period no transfer of Shares will be effected. In order to qualify for the right to attend and vote at the Annual General Meeting, all transfers accompanied by the relevant share certificates must be lodged with the Company’s share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, no later than 4:30 p.m. on Friday, 12 June 2026 for registration of transfer.

9. 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.

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LETTER FROM THE BOARD

10. RECOMMENDATION

The Board considers that (i) the grant of the Share Issue and Resale Mandate, (ii) the grant of the Share Repurchase Mandate, (iii) the re-election of Directors and (iv) the re-appointment of Auditor as set out respectively in the notice of the Annual General Meeting are all in the best interests of the Company and its Shareholders as a whole. Accordingly, the Board recommends the Shareholders to vote in favour of all such resolutions to be proposed at the Annual General Meeting.

11. ADDITIONAL INFORMATION

Your attention is drawn to the additional information set out in Appendix I (Explanatory Statement on Share Repurchase Mandate) and Appendix II (Details of Directors Proposed for Re-election) to this circular.

By order of the Board

China Silver Group Limited

Chen Wantian

Chairman

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APPENDIX I

EXPLANATORY STATEMENT ON SHARE REPURCHASE MANDATE

The following is the explanatory statement required to be sent to the Shareholders under the Listing Rules to enable them to make an informed decision on whether to vote for or against the ordinary resolution in relation to the Share Repurchase Mandate to be proposed at the Annual General Meeting.

1. SHARE REPURCHASE PROPOSAL

As at the Latest Practicable Date, the issued share capital of the Company comprised 3,036,337,559 fully paid-up Shares. It is proposed that up to a maximum of 10% of the fully paid-up Shares (excluding Treasury Shares) in issue as at the date of passing of the relevant resolution to approve the Share Repurchase Mandate may be repurchased by the Directors. Subject to the passing of the relevant ordinary resolution to approve the Share Repurchase Mandate and on the basis that no further Shares are issued or repurchased between the Latest Practicable Date and the date of the Annual General Meeting, the Company would be allowed under the Share Repurchase Mandate to repurchase up to a maximum of 303,633,755 fully paid-up Shares.

1. REASONS FOR REPURCHASES

The Directors believe that it is in the best interests of the Company and its Shareholders as a whole to have a general authority from the Shareholders to enable the Company to repurchase Shares in the market. Such repurchases may, depending on market conditions and funding arrangements at the time, lead to an enhancement of the net asset value of the Company and/or earnings per Share and will only be made when the Directors believe that such a repurchase will benefit the Company and its Shareholders as a whole.

Subject to compliance with the Listing Rules, the Articles of Association and the applicable laws of the Cayman Islands, the Company intends to cancel the repurchased Shares and/or hold the repurchased Shares as Treasury Shares following settlement of such repurchases, depending on market conditions and the Group's capital management needs at the relevant time of the repurchases.

1. FUNDING OF REPURCHASES

In repurchasing Shares, the Company may only apply funds legally available for such purpose in accordance with its Articles of Association and the applicable laws of the Cayman Islands.

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APPENDIX I

EXPLANATORY STATEMENT ON SHARE REPURCHASE MANDATE

The Directors propose that such repurchases of Shares be appropriately financed by the Company's internal resources and/or available banking facilities. There may be a material adverse impact on the working capital or gearing position of the Company as compared with the position disclosed in the audited consolidated financial statements contained in the annual report of the Company for the year ended 31 December 2025 and taking into account the financial position of the Company as at the Latest Practicable Date, in the event that the proposed share repurchases were to be carried out in full at any time during the proposed repurchase period. However, the Directors do not propose to exercise the Share Repurchase Mandate to such extent as would, in the circumstances, have a material adverse effect on the working capital requirements of the Company or the gearing levels which in the opinion of the Directors are from time to time appropriate for the Company.

4. DIRECTORS' UNDERTAKING AND CORE CONNECTED PERSONS

The Directors have undertaken to the Stock Exchange that, so far as the same may be applicable, the exercise of the power of the Company to make repurchases pursuant to the Share Repurchase Mandate will be in accordance with the Listing Rules and the applicable laws of the Cayman Islands. Neither this explanatory statement nor the Share Repurchase Mandate has any unusual features.

None of the Directors nor, to the best of their knowledge having made all reasonable enquiries, any of their close associates have a present intention, in the event that the Share Repurchase Mandate is approved by the Shareholders, to sell any Shares to the Company.

No Core Connected Persons have notified the Company of a present intention to sell any Shares to the Company, or such Core Connected Persons have undertaken not to do so, in the event that the Company is authorised to make repurchases of its Shares.

5. MEASURES IN RELATION TO ANY TREASURY SHARES DEPOSITED WITH CCASS

To the extent that any Treasury Shares are deposited with CCASS pending resale on the Stock Exchange, the Company will adopt appropriate measures to ensure that it would not exercise any Shareholders' rights or receive any entitlements which would otherwise be suspended under the applicable laws if those Shares were registered in the Company's own name as Treasury Shares. These measures may include approval by the Board that (i) the Company would not (or would procure its broker not to) give any instructions to HKSCC to vote at general meetings for the Treasury Shares deposited with CCASS; and (ii) in the case of dividends or distributions, the Company would withdraw the Treasury Shares from CCASS, and either re-register them in the Company's own name as Treasury Shares or cancel them, in each case before the record date for the dividends or distributions.

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APPENDIX I

EXPLANATORY STATEMENT ON SHARE REPURCHASE MANDATE

6. EFFECT OF THE TAKEOVERS CODE

If a Shareholder’s proportionate interest in the voting rights of the Company increases as a result of a share repurchase, any such increase will be treated as an acquisition for the purpose of Rule 32 of the Takeovers Code. As a result, a Shareholder or a group of Shareholders acting in concert (depending on the level of increase of Shareholders’ interests) could obtain or consolidate control of the Company and become obliged to make a mandatory general offer in accordance with Rule 26 of the Takeovers Code. As at the Latest Practicable Date, to the best knowledge and belief of the Directors, Mr. Chen Wantian (partly in his own name and partly through his spouse Ms. Zhou Peizhen’s wholly-owned investment holding vehicle Rich Union Enterprises Limited) beneficially held a total of 309,272,187 Shares, which constituted approximately 10.19% of the voting rights attaching to the issued share capital of the Company. If the Share Repurchase Mandate is exercised in full, which is considered to be unlikely in the current circumstances, Mr. Chen Wantian will (assuming that there is no change in the relevant facts and circumstances) beneficially hold approximately 11.32% of the voting rights attaching to the issued share capital of the Company. To the best knowledge and belief of the Directors, such an increase of shareholding would not give rise to an obligation for Mr. Chen Wantian to make a mandatory general offer under Rule 26 of the Takeovers Code. The Directors have no present intention to exercise the Share Repurchase Mandate to such an extent that an obligation to make a mandatory general offer under the Takeovers Code will be triggered.

Save as aforesaid, the Directors are not aware of any consequences which would arise under the Takeovers Code as a consequence of any repurchases made pursuant to the Share Repurchase Mandate. Nevertheless, the Directors have no present intention to exercise the Share Repurchase Mandate and will not effect repurchase to such an extent which would result in the Company failing to comply with Rule 8.08 of the Listing Rules which requires a public float of 25%.

7. SHARE REPURCHASES MADE BY THE COMPANY

There was no repurchase by the Company of the Shares during the 6 months prior to the Latest Practicable Date (whether on the Stock Exchange or otherwise).

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APPENDIX I

EXPLANATORY STATEMENT

ON SHARE REPURCHASE MANDATE

8. SHARE PRICES

The highest and lowest prices at which the Shares were traded on the Stock Exchange during each calendar month in the previous 12 months up to the Latest Practicable Date were as follows:

Year	Month	Shares
		Highest Price per Share HK$	Lowest Price per Share HK$
2025	April	0.28	0.19
	May	0.35	0.18
	June	0.63	0.29
	July	0.58	0.42
	August	0.49	0.41
	September	0.56	0.47
	October	0.93	0.54
	November	0.74	0.57
	December	0.81	0.65
2026	January	0.86	0.66
	February	0.70	0.59
	March	0.66	0.43
	April (up to and including the Latest Practicable Date)	0.51	0.47

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APPENDIX II

DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

EXECUTIVE DIRECTOR

Mr. Chen Wantian (陳萬天), aged 52, is the chairman and an executive Director of the Company. He is a co-founder of the Group and was appointed to the Board on 19 July 2012. Mr. Chen Wantian has over ten years of experience in the nonferrous metal mining and processing industry. Since May 2002, Mr. Chen Wantian has served as director and deputy general manager of Jiangxi Longtianyong Nonferrous Metals Co., Ltd. (江西龍天勇有色金屬有限公司). He is responsible for the overall corporate strategies, management, planning and business development of the Group.

The Company has renewed the service agreement with Mr. Chen for a term of three years commencing from 14 December 2024 and either he or the Company may terminate such appointment at any time by giving at least three months' notice in writing to the other. His directorship is subject to retirement by rotation and re-election in accordance with the Listing Rules and the Articles of Association. Mr. Chen is entitled to a Director's fee of HK$200,000 per annum. Mr. Chen's remuneration has been determined with reference to his duties and responsibilities in the Company, the then prevailing market rate and the remuneration policy of the Company and has been reviewed and approved by the Remuneration Committee.

Mr. Chen did not hold any directorship in other listed public companies in the three years immediately preceding the Latest Practicable Date. Save as disclosed above, as far as the Board is aware, Mr. Chen does not have any relationship with any Directors, senior management or substantial or controlling Shareholders of the Company. As at the Latest Practicable Date, Mr. Chen was (i) deemed to be interested in 308,222,187 Shares held by his spouse, Ms. Zhou Peizhen, through Rich Union Enterprises Limited ("Rich Union") as the legal owner of the entire issued share capital of Rich Union; and (ii) directly interested in 1,050,000 Shares. Further, in respect of Mount Everest Gold Group Company Limited (Stock Code: 1815) ("Everest Gold Group"), an associated corporation (within the meaning of Part XV of the SFO) of the Company, Mr. Chen was (i) deemed to be interested in 10,462,036 shares of Everest Gold Group held by Rich Union; and (ii) directly interested in 17,500 shares of Everest Gold Group. Save as disclosed above, as far as the Board is aware, as at the Latest Practicable Date, Mr. Chen did not have any other interest or short position in the Shares, underlying Shares or debentures of the Company or its associated corporations within the meaning of Part XV of the SFO.

Save as disclosed above, Mr. Chen confirmed that there are no other matters that need to be brought to the attention of the Shareholders in connection with his re-election and there is no other information that should be disclosed pursuant to paragraphs 13.51(2)(h) to 13.51(2)(v) of the Listing Rules.

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APPENDIX II

DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

INDEPENDENT NON-EXECUTIVE DIRECTOR

Dr. Zeng Yilong (曾一龍), aged 54, was appointed as an independent non-executive Director on 5 December 2012. He also serves as the chairman of the Audit Committee. Dr. Zeng is responsible for supervising and providing independent judgment and analysis to the Board.

Dr. Zeng Yilong has over 30 years of experience in accounting, auditing and financial management. Dr. Zeng Yilong currently serves as an executive director of Longtian (Shenzhen) Private Equity Fund Management Co., Ltd. (龍田(深圳)私募股權基金管理有限公司), a private equity investment fund management company in China.

Dr. Zeng obtained his master's degree in Business Administration and a doctoral degree in Business Administration (Accounting) from Xiamen University (廈門大學) in July 2000 and December 2006, respectively.

The Company has renewed the letter of appointment with Dr. Zeng for a term of three years commencing from 14 December 2024 and either he or the Company may terminate such appointment at any time by giving at least three months' notice in writing to the other. Save as disclosed, there is no other service contract entered into between Dr. Zeng and the Company. Dr. Zeng is entitled to a Director's fee of HK$200,000 per annum. The remuneration of all Directors is determined by the Board having regard to the recommendation of the Remuneration Committee and with reference to the Director's contributions, experience and relevant duties and responsibilities within the Company.

Dr. Zeng did not hold any directorship in other listed public companies in the three years immediately preceding the Latest Practicable Date. Save as disclosed above, as far as the Board is aware, Dr. Zeng does not have any relationship with any Directors, senior management or substantial or controlling Shareholders of the Company.

As at the Latest Practicable Date, as far as the Board is aware, Dr. Zeng did not have any interest or short position in the Shares, underlying Shares or debentures of the Company or its associated corporations within the meaning of Part XV of the SFO.

Save as disclosed above, Dr. Zeng confirmed that there are no other matters that need to be brought to the attention of the Shareholders in connection with his re-election and there is no other information that should be disclosed pursuant to paragraphs 13.51(2)(h) to 13.51(2)(v) of the Listing Rules.

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NOTICE OF ANNUAL GENERAL MEETING

中國白銀集團

CHINA SILVER GROUP

CHINA SILVER GROUP LIMITED

中國白銀集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 815)

NOTICE IS HEREBY GIVEN that the annual general meeting (the “AGM”) of China Silver Group Limited (the “Company”) will be held at Unit 5, 17/F, China Merchants Tower, Shun Tak Centre, 168-200 Connaught Road Central, Sheung Wan, Hong Kong on Thursday, 18 June 2026 at 2:45 p.m. for the following purposes:

1. To receive and approve the audited consolidated financial statements and the reports of the directors (the “Directors”) and auditor (the “Auditor”) of the Company for the year ended 31 December 2025;

2. (a) To re-elect Mr. Chen Wantian as an executive Director;

(b) To re-elect Dr. Zeng Yilong as an independent non-executive Director; and

(c) To authorise the board of Directors (the “Board”) to fix the remuneration of the Directors.

1. To re-appoint Linksfield CPA Limited as the Auditor and to authorise the Board to fix its remuneration;

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NOTICE OF ANNUAL GENERAL MEETING

1. As special business to consider and, if thought fit, pass the following resolutions as ordinary resolutions with or without amendments:

ORDINARY RESOLUTIONS

A. “THAT:

(a) subject to paragraph (c) below, pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”), the exercise by the Directors during the Relevant Period (as defined below) of all the powers of the Company to allot, issue and deal with additional shares in the share capital of the Company (the “Shares”) and/or to resell or transfer treasury Shares and to make or grant offers, agreements, options, awards and other rights which would or might require the exercise of such powers, be and is hereby generally and unconditionally approved;

(b) the approval in paragraph (a) above shall authorise the Directors during the Relevant Period to make or grant offers, agreements, options, awards and other rights which would or might require the exercise of such powers after the end of the Relevant Period;

(c) the total number of Shares allotted and/or sold or transferred or agreed conditionally or unconditionally to be allotted and/or sold or transferred (whether pursuant to an option or award or otherwise) by the Directors pursuant to the approval in paragraph (a) above, otherwise than pursuant to or in consequence of:

(i) a Rights Issue (as defined below); or

(ii) any issue of Shares under a share scheme of the Company or similar arrangement for the time being adopted for the grant or issue to option or award holders of Shares; or

(iii) any scrip dividend or similar arrangement providing for the allotment of Shares in lieu of the whole or part of a dividend on Shares in accordance with the articles of association of the Company; or

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NOTICE OF ANNUAL GENERAL MEETING

(iv) any adjustment, after the date of grant or issue of any options, awards, rights to subscribe or other securities referred to above, in the price at which Shares shall be subscribed, and/or in the number of Shares which shall be subscribed, on exercise of relevant rights under such options, awards, rights to subscribe or other securities, such adjustment being made in accordance with, or as contemplated by, the terms of such options, awards, rights to subscribe or other securities; or

(v) a specified authority granted by the shareholders of the Company (the "Shareholders") in general meeting,

shall not exceed the aggregate of:

(aa) 20% of the total number of issued Shares (excluding treasury Shares) of the Company as at the date of passing of this resolution; and

(bb) (if the Directors are so authorised by a separate ordinary resolution of the Shareholders) the total number of Shares of the Company repurchased by the Company subsequent to the passing of this resolution (up to a maximum equivalent to 10% of the number of issued Shares (excluding treasury Shares) of the Company as at the date of passing of this resolution),

and the said approval shall be limited accordingly; and

(d) for the purposes of this resolution:

"Relevant Period" means the period from the passing of this resolution until whichever is the earliest of:

(i) the conclusion of the next annual general meeting of the Company;

(ii) the expiration of the period within which the next annual general meeting of the Company is required by the articles of association of the Company or any other applicable laws of the Cayman Islands to be held; or

(iii) the revocation or variation of the authority given under this resolution by an ordinary resolution of the Shareholders in general meeting.

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NOTICE OF ANNUAL GENERAL MEETING

"Rights Issue" means an offer of Shares, or an offer of warrants, options, awards or other securities giving rights to subscribe for Shares, open for a period fixed by the Directors to holders of Shares on the register of members of the Company on a fixed record date in proportion to their then holdings of such Shares (subject in all cases to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or having regard to any restrictions or obligations under the laws of, or the requirements of any recognised regulatory body or any stock exchange in, any territory outside Hong Kong).

B. "THAT:

(a) subject to paragraph (b) below, the exercise by the Directors during the Relevant Period (as defined below) of all powers of the Company to repurchase its own Shares on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") or on any other stock exchange on which the Shares may be listed and recognised by the Securities and Futures Commission of Hong Kong and the Stock Exchange for this purpose, subject to and in accordance with all applicable laws and/or the requirements of the Listing Rules or of any other stock exchange, as amended from time to time, be and is hereby generally and unconditionally approved;

(b) the total number of Shares to be repurchased or agreed conditionally or unconditionally to be repurchased by the Company pursuant to paragraph (a) above during the Relevant Period shall not exceed 10% of the total number of issued Shares (excluding treasury Shares) of the Company as at the date of passing of this resolution and the authority pursuant to paragraph (a) above shall be limited accordingly; and

(c) for the purposes of this resolution:

"Relevant Period" means the period from the passing of this resolution until whichever is the earliest of:

(i) the conclusion of the next annual general meeting of the Company;

(ii) the expiration of the period within which the next annual general meeting of the Company is required by the articles of association of the Company or any other applicable laws of the Cayman Islands to be held; or

(iii) the revocation or variation of the authority given under this resolution by an ordinary resolution of the Shareholders in general meeting."

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NOTICE OF ANNUAL GENERAL MEETING

C. “THAT conditional upon resolutions no. 4A and 4B above being passed, the unconditional general mandate granted to the Directors to allot, issue and deal with additional Shares and/or to resell or transfer treasury Shares and to make or grant offers, agreements, options, awards and other rights, or issue other securities which would or might require the exercise of such powers pursuant to resolution no. 4A above be and is hereby extended by the addition thereto of an amount representing the total number of Shares of the Company repurchased by the Company under the authority granted pursuant to resolution no. 4B above, provided that such amount shall not exceed 10% of the total number of issued Shares (excluding treasury Shares) of the Company as at the date of passing of the said resolution.”

By Order of the Board
China Silver Group Limited
Chen Wantian
Chairman

Hong Kong, 24 April 2026

Principal Place of Business in Hong Kong:
Unit 5, 17/F, China Merchants Tower
Shun Tak Centre
168-200 Connaught Road Central
Sheung Wan
Hong Kong

Notes:

1. Every member entitled to attend and vote at the AGM (or at any adjournment thereof) is entitled to appoint another person as his proxy. Any member who holds two or more Shares may appoint more than one proxy. If more than one proxy is appointed, the appointment shall specify the number of Shares in respect of which each such proxy is appointed. A proxy need not be a member of the Company. The number of proxies appointed by a clearing house (or its nominee) is not subject to the aforesaid limitation.

2. Where there are joint holders of any Share, any one of such persons may vote at the AGM, either personally or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders be present at the AGM personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share will alone be entitled to vote in respect thereof.

3. To be valid, a 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 that power or authority), must be deposited at the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the AGM (i.e. not later than 2:45 p.m. on Tuesday, 16 June 2026) or the adjourned meeting (as the case may be). Completion and return of the form of proxy will not preclude a member from attending the AGM and voting in person if he so wishes. In the event of a member who has lodged a form of proxy attending the AGM, the form of proxy will be deemed to have been revoked.

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NOTICE OF ANNUAL GENERAL MEETING

1. The register of members of the Company will be closed from Monday, 15 June 2026 to Thursday, 18 June 2026 (both days inclusive), during which period no transfer of Shares will be effected. In order to qualify for the right to attend and vote at the AGM, all transfers accompanied by the relevant share certificates must be lodged with the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, no later than 4:30 p.m. on Friday, 12 June 2026 for registration of transfer.

2. All the resolutions set out in this notice shall be decided by poll.

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

As at the date of this notice, the Board comprises Mr. Chen Wantian and Mr. Song Guosheng as executive Directors; and Mr. Song Hongbing, Ms. Song Fangxiu and Dr. Zeng Yilong as independent non-executive Directors.

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