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CiDi Inc. Proxy Solicitation & Information Statement 2026

May 12, 2026

50909_rns_2026-05-12_4f324e01-f957-42b5-bb2a-66de2e440cd5.pdf

Proxy Solicitation & Information Statement

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CiDi

CiDi Inc.

希迪智简科技股份有限公司

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

(Stock Code: 3881)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING TO BE HELD ON WEDNESDAY, 3 JUNE 2026 AND ANY ADJOURNMENT THEREOF

I/We $^{(Note2)}$

of $^{(Note2)}$

being the registered holder(s) of $^{(Note3)}$

Domestic Shares/H Shares $^{(Note4)}$ of RMB0.10

each in the share capital of CiDi Inc. (the "Company"), HEREBY APPOINT THE CHAIRMAN OF THE MEETING $^{(Note5)}$

or

of

or (Email Address)

to act as my/our proxy to attend

and act for me/us at the annual general meeting of the Company (the "Meeting") to be held by way of electronic meeting through the eVoting Portal on Wednesday, 3 June 2026 at 10:00 a.m. and any adjournment thereof, for the purposes of considering and, if thought fit, passing the resolutions as set out in the notice convening the Meeting and to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below at the Meeting (and at any adjournment thereof).

ORDINARY RESOLUTIONS FOR $^{(Note6)}$ AGAINST $^{(Note6)}$ ABSTAIN $^{(Note6)}$
1. To consider and approve the report of the Directors for the year 2025.
2. To consider and approve the report of the independent auditor and the audited consolidated financial statements for the year 2025.
3. To consider and approve the annual report of the Company for the year 2025.
4. To consider and approve the Company's profit distribution plan for the year 2025.
5. To consider and approve the annual financial budget of the Company for the year 2026.
6. To consider and approve the remuneration plan for the Directors for the year 2026.
7. To consider and approve the ratification of BDO Limited as auditor of the Company for the year 2025 and its remuneration.
8. To consider and approve the re-appointment of BDO Limited as the auditor of the Company for the year 2026, and to authorize the Board to determine its remuneration.
SPECIAL RESOLUTIONS FOR $^{(Note6)}$ AGAINST $^{(Note6)}$ ABSTAIN $^{(Note6)}$
9. To consider and approve the proposed change of registered office address, proposed adjustment of business scope and proposed amendments to the Articles of Association.
10. To consider and approve the grant of a general mandate to the Board to allot, issue and/or deal with additional Domestic Shares and/or H Shares (including sale or transfer of treasury shares out of treasury) not exceeding 20% of the total number of issued Shares (excluding treasury shares, if any) as at the date of passing of this resolution.$^a$
11. To consider and approve the grant of a general mandate to the Board and the persons authorised by the Board to repurchase H Shares not exceeding 10% of the total number of issued H Shares (excluding treasury shares, if any) as at the date of passing of this resolution.$^a$
12. To consider and approve the adoption of the H Share Incentive Scheme.
13. To consider and approve authorizing the Board and/or its authorized person(s) to handle the relevant matters of the H Share Incentive Scheme.$^a$

Date: 2026

Signature(s):


Notes:

  1. Unless the context otherwise requires, capitalised terms used herein shall have the same meanings as defined in the circular of the Company dated 12 May 2026.

  2. Full name(s) (in Chinese and English, as registered in the register of members of the Company) and registered address(es) to be inserted in BLOCK CAPITALS.

  3. Please insert the number of Shares registered under your name(s) to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all Shares registered in your name(s).

  4. Please delete the type of Shares not applicable (Domestic Shares or H Shares).

  5. If any proxy other than the chairman of the Meeting is appointed, please strike out the words “THE CHAIRMAN OF THE MEETING or” and insert the name and address of the proxy desired in the space provided. A Shareholder may appoint one or more proxies to attend and vote on his/her/its behalf. If a Shareholder appoints more than one proxy, his/her/its proxies may only exercise voting rights at a poll. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  6. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK THE BOX MARKED “FOR” BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK THE BOX MARKED “AGAINST” BESIDE THE APPROPRIATE RESOLUTION. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK THE BOX MARKED “ABSTAIN” BESIDE THE APPROPRIATE RESOLUTION. IN COUNTING THE VOTING RESULTS FOR A RESOLUTION, ABSTAINED VOTES WILL BE REGARDED AS VOTES WITH VOTING RIGHTS. If no direction is given, your proxy may vote or abstain at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.

  7. This form of proxy must be signed by you or your attorney duly authorized in writing. In the case of a corporation, this form of proxy must be either under its common seal or under the hand of its director(s) or duly authorized attorney(s). If this form of proxy is signed by an attorney of the Shareholder, the power of attorney authorizing that attorney to sign or other authorization document must be notarized.

  8. In the case of H Shareholders and to be valid, a form of proxy together with any power of attorney or other authorization document (if any) under which it is signed or a notarized copy of that power of attorney or authorization document must be lodged with the Company’s H share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong, and in case of Domestic Shareholders, to the Company’s registered office at Building A3 and A4, Hunan Provincial Inspection and Testing Characteristic Industrial Park, No. 336, Xueshi Road, Yuelu District, Changsha, Hunan Province, the PRC as soon as possible but in any event not less than 24 hours before the time appointed for the holding of the AGM (i.e. not later than 10:00 a.m. on Tuesday, 2 June 2026) 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 via the eVoting Portal at the Meeting if you so wish. In such event, your form of proxy will be deemed to have been revoked.

  9. A proxy need not be a Shareholder but must attend the Meeting via the eVoting Portal to represent the Shareholder.

  10. In the case of joint registered holders of any Shares, any one of such joint registered holders may vote at the Meeting via the eVoting Portal in respect of such Shares as if he/she/it were solely entitled thereto; but should more than one of such joint registered holders be present at the Meeting via the eVoting Portal, the vote of that one of them so present, whose name stands first on the register of members of the Company in respect of such Shares shall be accepted to the exclusion of the votes of the other joint registered holder(s). If the Shares are held by joint registered holders, only “one pair” of login usernames and passwords will be sent to the joint holders. Any one of such joint holders may attend the AGM or vote through the eVoting Portal in respect of such Shares as if he/she were the only person entitled to vote in respect of such Shares.

Full text of the resolutions is set out in the notice of Meeting which is contained in the circular of the Company dated 12 May 2026 and despatched to the Shareholders together with this form of proxy.