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

Dec 9, 2025

50880_rns_2025-12-09_f73d1c51-8c21-46e9-924a-c499cf2c5e65.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.

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)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the extraordinary general meeting (the "Extraordinary General Meeting") of Contemporary Amperex Technology Co., Limited (the "Company") will be held at Meeting Room, Level 1, Technology Building, No. 2 Xingang Road, Zhangwan Town, Jiaocheng District, Ningde City, Fujian Province, PRC on Thursday, December 25, 2025 at 3:00 p.m. for the following purposes. Unless the context requires otherwise, capitalised terms used herein shall have the same meanings as those defined in the circular of the Company dated December 9, 2025.

Ordinary Resolutions

  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

  1. To consider and approve the proposed appointment of an executive Director

  1. To consider and approve:

“THAT:

(1) a general mandate be and is hereby generally and unconditionally given to the Directors and then to delegate to the chairman of the Board and his authorized person(s) by the Board during the Relevant Period (as defined below) to decide to issue, allot and deal with H shares and/or options (including convertible bonds and other securities with the right to subscribe for or convert into new H shares) separately or concurrently depending on market conditions and the needs of the Company’s business development, within a limit not exceeding 5% of the total number of the Shares in issue (excluding any treasury shares) as at the date of this resolution being considered and approved at the shareholders’ meeting

(2) the general mandate in paragraph (1) above shall authorize the Directors and then to delegate to the chairman of the Board and his authorized person(s) by the Board during the Relevant Period to approve, sign and make or cause to be signed and made all documents, deeds and matters that they deem related to the exercise of the general mandate mentioned above

(3) for the purpose of this resolution, “Relevant Period” means the period from the passing of this resolution until the earliest of: (i) date of the conclusion of the 2025 annual general meeting of the Shareholders to be held in 2026; and (ii) the revocation or variation of the authority given to the Directors of the Company under this resolution by way of resolution at any general meeting of the Company”

  1. To consider and approve the additional cap for provision of guarantee to subsidiaries in 2025

Special Resolutions

  1. To consider and approve the proposed amendments to the Articles of Association

  2. To consider and approve the proposed amendments to the Rules of Procedures of Shareholders’ Meetings


  1. To consider and approve the proposed amendments to the Rules of Procedures of the Board

By Order of the Board

Contemporary Amperex Technology Co., Limited

Mr. Zeng Yuqun

Chairman of the Board, Executive Director and General Manager

Ningde, PRC, December 9, 2025

Registered Office in Mainland China and Headquarters:
No. 2 Xingang Road, Zhangwan Town
Jiaocheng District, Ningde City
Fujian Province
PRC

Principal Place of Business in Hong Kong:
13/F, LKF29
29 Wyndham Street
Central
Hong Kong

Notes:

(1) A shareholder of the Company entitled to attend and vote at the above meeting is entitled to appoint one or more proxies to attend, speak and vote in his/her stead. The proxy does not need to be a shareholder of the Company. For the avoidance of doubt, holders of treasury shares of the Company (if any) are not entitled to vote at the Extraordinary General Meeting.

(2) Where there are joint registered holders of any shares, any one of such persons may vote at the above meeting (or at any adjournment of it), either personally or by proxy, in respect of such shares as if he/she were solely entitled thereto but the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holders and, for this purpose, seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the relevant joint holding.

(3) In order to be valid, the completed form of proxy, must be deposited at the Hong Kong share registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Center, 183 Queen's Road East, Wan Chai, Hong Kong together with the power of attorney or other authority (if any) under which it is signed or a certified copy of that power of attorney or authority (such certification to be made by either a notary public or a solicitor qualified to practice in Hong Kong), at least 24 hours before the time appointed for holding the above meeting (i.e. not later than 3:00 p.m. on Wednesday, December 24, 2025) or any adjournment thereof (as the case may be). The completion and return of the form of proxy shall not preclude shareholders of the Company from attending and voting in person at the above meeting (or any adjourned meeting thereof) if they so wish.

(4) The register of members of the Company will be closed from Friday, December 19, 2025 to Wednesday, December 24, 2025, both days inclusive, in order to determine the eligibility of shareholders to attend the above meeting, during which period no share transfers will be registered. The record date for determining the eligibility of holders of H Shares to attend and vote at the EGM will be Wednesday, December 24, 2025. To be eligible to attend the above meeting, all properly completed transfer forms accompanied by the relevant share certificates must be lodged for registration with the Hong Kong share registrar of the Company, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Center, 183 Queen's Road East, Wan Chai, Hong Kong not later than 4:30 p.m. on Thursday, December 18, 2025.

(5) Pursuant to Rule 13.39(4) of the Listing Rules, voting for all the resolutions set out in this notice will be taken by poll at the above meeting.

As of the date of this notice, the Board comprises Mr. Zeng Yuqun as chairman and executive Director; Mr. Pan Jian, Mr. Li Ping, Mr. Zhou Jia and Dr. Ouyang Chuying as executive Directors; and Dr. Wu Yuhui, Mr. Lin Xiaoxiong and Dr. Zhao Bei as independent non-executive Directors.

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