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Flat Glass Group Co., Ltd. Proxy Solicitation & Information Statement 2025

Nov 20, 2025

51063_rns_2025-11-20_809f3d0c-8fee-4c33-bafb-7599670e81a9.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.

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FGC

福萊特玻璃集團股份有限公司

Flat Glass Group Co., Ltd.

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

(Stock code: 6865)

NOTICE OF THE 2025 FIRST EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2025 first extraordinary general meeting (the “2025 First EGM”) of Flat Glass Group Co., Ltd. (the “Company”) will be held at 2:30 p.m. on Tuesday, 9 December 2025 at the Large Conference Room, 1st Floor, Flat Glass Group Co., Ltd., 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC for the purpose of considering, and if thought fit, passing the following resolutions by way of the special or ordinary resolutions as indicated. Unless defined otherwise, capitalized terms used in this notice shall have the same meanings as those defined in the circular of the Company dated 20 November 2025:

Special resolution 1. To consider and approve the proposed changes of registered capital, cancellation of the Supervisory Committee and amendments to the Articles of Association.

Resolution 2. Proposed amendments to certain management systems of the Company:

Special resolution 2.01. Proposed amendments to the Rules of Procedure for General Meetings;

Special resolution 2.02. Proposed amendments to the Rules of Procedure for Board Meetings;

Ordinary resolution 2.03. Proposed amendments to the Working Rules for Independent Directors;

Ordinary resolution 2.04. Proposed amendments to the Implementation Rules of Cumulative Voting System;

Ordinary resolution 2.05. Proposed amendments to the External Investment Management System;

Ordinary resolution 2.06. Proposed amendments to the Related Party Transactions Management System;


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Ordinary resolution 2.07.
Proposed amendments to the External Guarantee Management System; and

Ordinary resolution 2.08.
Proposed amendments to the Proceeds Management System.

By order of the Board of
Flat Glass Group Co., Ltd.
Ruan Hongliang
Chairman

Jiaxing, Zhejiang Province, the PRC
20 November 2025

As at the date hereof, the executive Directors are Mr. Ruan Hongliang, Ms. Jiang Jinhua, Ms. Ruan Zeyun, Mr. Wei Yezhong and Mr. Shen Qifu, and the independent non-executive Directors are Ms. Xu Pan, Ms. Dujian and Ms. Ng Yau Kuen Carmen.

Notes:

  1. In order to ascertain the Shareholders' entitlement to attend and vote at the 2025 First EGM, the register of members of the Company will be closed from Thursday, 4 December 2025 to Tuesday, 9 December 2025 (both days inclusive), during which period no transfer of shares will be registered. In order to qualify for attending and voting at the forthcoming 2025 First EGM, all transfer documents must be lodged with the Company's share registrar in respect of H Shares, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong (for holders of H Shares), for registration before 4:30 p.m. on Wednesday, 3 December 2025. H Shareholders whose names appear on the register of members of the Company on Wednesday, 3 December 2025 (i.e. the record date) are entitled to attend and vote at the 2025 First EGM. The record date and arrangements in respect of the A Shareholders who are entitled to attend the 2025 First EGM will be determined and announced separately in the PRC by the Company.

  2. Shareholders who are entitled to attend and vote at the 2025 First EGM may appoint one or more proxies to attend and vote on their behalf. A proxy need not be a Shareholder.

  3. The instrument appointing a proxy must be in writing under the hand of a Shareholder or his attorney duly authorized in writing. If the Shareholder is a legal person, that instrument must be executed either under its seal or under the hand of its director or other attorney duly authorised to sign the same.

  4. In order to be valid, the proxy form must be deposited by hand or by post, for holders of H Shares of the Company, to the H share registrar of the Company, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 24 hours before the time for holding the 2025 First EGM (i.e. before Monday, 8 December 2025) (or any adjournment thereof). If the proxy form is signed by a person under a power of attorney or other authority, a notarial copy of that power of attorney or authority shall be deposited at the same time as mentioned in the proxy form. Completion and return of the proxy form will not preclude the Shareholders from attending and voting in person at the 2025 First EGM or any adjourned meetings should they so wish.

  5. Shareholders or their proxies shall provide their identification documents when attending the 2025 First EGM.

  6. Shareholders attending the 2025 First EGM shall be responsible for their own travel and accommodation expenses.

  7. The address of the head office in the PRC of the Company is 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC.