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Contemporary Amperex Technology Co., Limited Proxy Solicitation & Information Statement 2025

Dec 9, 2025

50880_rns_2025-12-09_92170eb9-7478-41d5-b2d2-504c019c956a.pdf

Proxy Solicitation & Information Statement

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CATL

Contemporary Amperex Technology Co., Limited

寧德時代新能源科技股份有限公司

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

(Stock Code: 3750)

PROXY FORM FOR USE AT THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON DECEMBER 25, 2025

Number of Shares to which this proxy form relates^{(Note 1)}

I/We $^{(Note 2)}$

of

being the holder(s) of _________ H Shares $^{(Note 3)}$ of the Company, hereby

appoint the Chairman of the meeting or $^{(Note 4)}$

of

as my/our proxy to attend and vote for me/us and on my/our behalf at the extraordinary general meeting (the "Extraordinary General Meeting") to be held at Meeting Room, Level 1, Technology Building, No. 2 Xingang Road, Zhangwan Town, Jiaocheng District, Ningde City, Fujian Province, PBC on Thursday, December 25, 2025 at 3:00 p.m. or any adjournment thereof. I/We direct that my/our votes be cast on the resolutions set out in the notice of the Extraordinary General Meeting dated December 9, 2025 as indicated in the appropriate boxes below, and, if no such indication is given, as my/our proxy thinks fit. Unless otherwise defined in this proxy form, capitalised terms used herein shall have the same meanings as those defined in the notice of the Extraordinary General Meeting of the Company dated December 9, 2025.

Ordinary Resolutions For^{(Note 5)} Against^{(Note 5)} Abstain^{(Note 5)}
1 To consider and approve the proposed amendments to certain systems of the Company:
1.1 Implementation Rules of Cumulative Voting System
1.2 External Investment Management System
1.3 Entrusted Wealth Management System
1.4 Related Party (Connected) Transactions Management System
1.5 External Guarantee Management System
1.6 External Donations Management System
1.7 Raised Funds Management System
1.8 System for Preventing Fund Occupation by Controlling Shareholders and their Related Parties
2 To consider and approve the proposed appointment of an executive Director
3 To consider and approve the grant of a general mandate to the Board to issue Shares
4 To consider and approve the additional cap for provision of guarantee to subsidiaries in 2025
Special Resolutions For^{(Note 5)} Against^{(Note 5)} Abstain^{(Note 5)}
5 To consider and approve the proposed amendments to the Articles of Association
6 To consider and approve the proposed amendments to the Rules of Procedures of Shareholders' Meetings
7 To consider and approve the proposed amendments to the Rules of Procedures of the Board

Date: _________ 2025

Signature $^{(Note 6)}$:

Notes:

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

  2. Please insert the full name(s) (in Chinese or English) and address(es) (must be the same address(es) as shown in the register of members of the Company) as shown in the register of members of the Company in BLOCK LETTERS.

  3. Please insert the number of H Shares registered in your name(s).

  4. If any proxy other than the Chairman of the Extraordinary General Meeting is preferred, delete 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 in his/her stead. A proxy need not be a shareholder of the Company. Any alteration made to this proxy form must be duly initiated by the person who signs it.

  5. IMPORTANT: If you wish to vote for any resolution, please tick a * " in the box marked "For" or insert the number of H Share(s) you hold. If you wish to vote against any resolution, please tick a * " in the box marked "Against" or insert the number of H Share(s) you hold. If you wish to abstain from vote, please tick a * " in the box marked "Abstain" or insert the number of H Share(s) you hold. The shares abstained will be counted in the calculation of the required majority. Any vote which is not filled or filled wrongly or with nonrecognizable writing or not cast will be counted as "Abstained". If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his discretion. Unless you have indicated otherwise in this proxy form, your proxy will also be entitled to vote at his/her discretion on any resolution duly put to the Extraordinary General Meeting other than those referred to in the notice convening the Extraordinary General Meeting.

  6. This proxy form must be signed by you or your attorney duly authorized in writing. In the case of a legal person, this proxy form must either be executed under seal or under the hand of a director thereof or an attorney duly authorized. In case of joint holders of shares, this proxy form must be signed by the joint holder whose name stands first in the register of members of the Company.

  7. To be valid, if this proxy form is signed by a person on behalf of the appointor pursuant to a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority must be delivered to the Company's H Share Registrar, Computer share Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for the purpose of holders of H Shares of the Company) not less than 24 hours before the time for holding the Extraordinary General Meeting or the time appointed for voting by poll.

  8. The completion and submission of this proxy form shall not preclude you from attending and voting at the Extraordinary General Meeting in person.

  9. Where there are joint holders of any H Shares of the Company, any one of such persons may vote at the Extraordinary General Meeting, either personally or by proxy, in respect of such H Shares as if he/she were solely entitled thereto. However, if more than one of such joint holders is present at the Extraordinary General Meeting, either personally or by proxy, then one of the said persons so present whose name stands first in the register of members of the Company in respect of such H Shares shall alone be entitled to vote in respect thereof. A proxy need not be a shareholder of the Company. In the event that a shareholder appoints more than one proxy to attend the Extraordinary General Meeting, such proxies may only exercise their voting rights according to their H Shares in a poll.