Fufeng Group Limited — Declaration of Voting Results & Voting Rights Announcements 2023

May 25, 2023

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

Fufeng Group Limited 阜豐集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 546)

POLL RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 25 MAY 2023

POLL RESULTS OF THE 2022 ANNUAL GENERAL MEETING

At the Annual General Meeting (“ AGM ”) of Fufeng Group Limited (the “ Company ”) held on 25 May 2023, a poll was demanded by the Chairman for voting on all the proposed resolutions (“ Resolutions ”) as set out in the notice of AGM dated 21 April 2023.

As at the date of the AGM, the total number of issued shares in the Company was 2,535,939,037 shares, which was the total number of shares entitling the holders to attend and vote for or against the Resolutions at the AGM. There was no restriction on any shareholders of the Company (the “ Shareholders ”) casting votes on any of the Resolutions at the AGM. There was no share entitling the Shareholders to attend but abstain from voting in favour of any resolutions proposed at the AGM as set out in Rule 13.40 of the Rules Governing the Listing of Securities on the Stock Exchange (the “ Listing Rules ”) nor would any Shareholders be required under the Listing Rules to abstain from voting at the AGM. None of the Shareholders have stated their intention in the circular of the Company dated 21 April 2023 to vote against or to abstain from voting on any of the proposed Resolutions at the AGM.

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The vote-taking at the AGM was scrutinized by the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited. The poll results are as follows:

Ordinary Resolutions	Ordinary Resolutions	No. of shares voted FOR the Resolution	No. of shares voted AGAINST the Resolution
1	To receive, consider and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors and auditor for the year ended 31 December 2022.	1,688,348,016 (98.51%)	25,616,049 (1.49%)
2	To approve the final dividend of HK29.0 cents per share and special final dividend of HK4.1 cents per share for the year ended 31 December 2022.	1,713,964,065 (100.0%)	0 (0.00%)
3(I)	To re-elect Mr. Li Deheng as executive director.	1,695,850,152 (98.94%)	18,113,913 (1.06%)
3(II)	To re-elect Mr. Zhang Youming as independent non- executive director.	1,689,331,140 (98.56%)	24,632,925 (1.44%)
3(III)	To authorise the directors to fix the remuneration of the re-elected directors.	1,711,877,065 (99.88%)	2,087,000 (0.12%)
4	To re-appoint PricewaterhouseCoopers as auditor of the Company and to authorise the board of directors to fix its remuneration.	1,701,608,550 (99.28%)	12,355,515 (0.72%)
5(A)	To grant a general mandate to the directors to issue shares of the Company.	1,414,719,065 (82.54%)	299,245,000 (17.46%)
5(B)	To grant a general mandate to the directors to repurchase shares of the Company.	1,704,612,574 (99.45%)	9,351,491 (0.55%)
5(C)	Conditional upon the passing of the ordinary resolutions numbered 5(A) and 5(B), to extend the general mandate to issue shares by adding repurchased shares thereto.	1,422,527,133 (83.00%)	291,436,932 (17.00%)

As more than half of the votes from the Shareholders with voting rights (including their authorised proxies) attending the AGM were cast in favour of the Resolutions numbered 1 to 5, these Resolutions were duly passed as ordinary resolutions.

Directors of the Company, namely Mr. Li Xuechun, Mr. Li Deheng, Mr. Lau Chung Wai, Mr. Zhang Youming and Ms. Li Ming attended the AGM.

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DISTRIBUTION OF FINAL DIVIDEND

The distribution of final dividend of HK29.0 cents and special final dividend of HK4.1 cents per share was approved at the AGM.

The register of members of the Company will be closed from 7 June 2023 to 9 June 2023 (both dates inclusive), during which no transfer of shares will be registered. In order to qualify for the final dividend, all transfer of shares accompanied by the relevant share certificates must be lodged with the Company’s branch registrar in Hong Kong, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not later than 4:30 p.m. on 6 June 2023.

Such dividend will be distributed on or about 30 June 2023 to Shareholders whose names appear on the register of members of the Company on 9 June 2023.

By order of the board Fufeng Group Limited Li Xuechun Chairman

Hong Kong, 25 May 2023

As at the date of this announcement, the executive directors of the Company are Mr. Li Xuechun, Mr. Li Deheng and Mr. Li Guangyu and the independent non-executive directors of the Company are Mr. Lau Chung Wai, Mr. Zhang Youming and Ms. Li Ming.

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