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Guoxia Technology Co., Ltd. Proxy Solicitation & Information Statement 2026

Apr 23, 2026

50736_rns_2026-04-23_c4cf585e-02d6-47ec-a694-e1aaacc3fa62.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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果下科技股份有限公司

Guoxia Technology Co., Ltd.

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

(Stock Code: 2655)

NOTICE OF 2025 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2025 annual general meeting (the “AGM”) of Guoxia Technology Co., Ltd. (the “Company”) will be held at [No. 9 Huicheng Road, Chang’an Street, Huishan District, Wuxi, Jiangsu Province], the PRC on Friday, 15 May 2026 at 1:30 p.m. to consider and, if thought fit, to pass the following resolutions:

ORDINARY RESOLUTIONS

  1. Report of the Board for 2025
  2. Audited Consolidated Financial Report for 2025
  3. Profit Distribution Plan for 2025
  4. Resolution on the re-appointment of the auditor of the Company for 2026, and authorize the Board to fix its fees
  5. To authorize the Board to fix the remuneration of the Directors

SPECIAL RESOLUTIONS

  1. Resolution on the grant of a general mandate to the Board to repurchase H Shares of the Company
  2. Resolution on the grant of a general mandate to the Board to issue additional Shares of the Company

  1. Resolution on amendments to the Articles of Association

By order of the Board
Guoxia Technology Co., Ltd.
Mr. Feng Lizheng
Chairman and Director

Hong Kong, 23 April 2026

Notes:

  1. Voting by poll

Pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Hong Kong Listing Rules”), all votes of resolutions at the AGM will be taken by poll except where the chairman, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands. The voting results will be published on the websites of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the Company (www.guoxiatech.com) in accordance with the Hong Kong Listing Rules.

  1. Closure of register of members and eligibility for attending and voting at the AGM

Holders of H Shares are advised that the register of members of H Shares will be closed from Tuesday, 12 May 2026 to Friday, 15 May 2026 (both days inclusive), during which period no transfer of H Shares will be effected. Holders of H Shares whose names appear on the register of members for H Shares maintained by the H share registrar on Friday, 15 May 2026 (being the record date) are entitled to attend and vote at the AGM. In order to be eligible to attend and vote at the AGM, all transfer documents of H shares of the Company, accompanied by the relevant share certificates, must be lodged by the holders of H shares with the H share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712–1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, no later than 4:30 p.m. on Monday, 11 May 2026 (being the last registration date).

  1. Proxy

Any shareholder entitled to attend and vote at the AGM may appoint one or more proxies (who need not be shareholders of the Company) to attend and vote on his/her behalf at the AGM. A proxy shall be appointed by an instrument in writing. Such instrument shall be signed by the appointer or his/her attorney duly authorized in writing. If the appointer is a legal person, then the instrument shall be signed under a legal person’s seal or signed by its director or an attorney duly authorized in writing. The instrument appointing the proxy for holders of H Shares shall be deposited at the H share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, in person or by post not later than 24 hours before the time specified for holding the AGM (i.e. not later than 1:30 p.m. on Thursday, 14 May 2026). If the instrument appointing the proxy is signed by a person authorized by the appointer, the power of attorney or other documents of authority under which the instrument is signed shall be notarized. The notarized power of attorney or other documents of authority shall be deposited together and at the same time with the instrument appointing the proxy at the H share registrar. Completion and return of the form of proxy will not preclude a shareholder from attending and voting in person at the AGM if he/she so wishes, and in such event, the instrument appointing a proxy shall be deemed to be revoked.


  1. Miscellaneous

(i) The AGM is expected to last for no more than half a working day. Shareholders and their proxies attending the meeting shall be responsible for their own traveling and accommodation expenses.

(ii) The address of H share registrar of the Company, Computershare Hong Kong Investor Services Limited, is 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong.

As at the date of this notice, the Board comprises: (i) Mr. Feng Lizheng, Mr. Zhang Xi, Mr. Liu Ziye, Dr. Bai Yang, Mr. Zhu Shuaishuai and Mr. Wang Zhenlin as executive Directors; and (ii) Mr. Qian Kaiming, Dr. Jiang Wei and Ms. Jiang Xingnan as independent non-executive Directors.

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