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Haier Smart Home Co., Ltd. Proxy Solicitation & Information Statement 2022

Mar 31, 2022

51035_rns_2022-03-30_b45e25bb-109b-43f3-bbb5-cbea7d6da451.pdf

Proxy Solicitation & Information Statement

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Haier Smart Home Co., Ltd. __ 海爾智家股份有限公司*

(a joint stock company incorporated in the People’s Republic of China with limited liability) Stock Code: 6690

PROXY FORM FOR THE ANNUAL GENERAL MEETING OF 2021 (OR ANY ADJOURNMENT THEREOF) TO BE HELD ON 28 JUNE 2022

No. of shares to which this proxy form relates[(note][1)]

I/We (Note 2)
of
of
being the holder(s)
H Shares (Note3)

of RMB1.00 each of Haier Smart Home Co., Ltd.(the ‘‘Company’’), hereby appoint the chairman of the meeting or

(Note4)

of

as my/our proxy(ies) and on my/our behalf to attend the annual general meeting of 2021 (‘‘AGM’’) or any adjournment thereof to be held at 2: 00 p.m. on 28 June 2022 (Tuesday) at Rendanheyi Reseach Center, Haier Information Industry Park, Laoshan District, Qingdao, the People’s Republic of China, and to vote at such meeting or any adjournment thereof in respect of the resolutions (special resolutions are marked by[#] ) set out in the notice of the AGM as indicated below on behalf of me/us, or if no such indication is given, as my/our proxy(ies) thinks fit.

RESOLUTIONS RESOLUTIONS FOR(Note 5) AGAINST(Note 5) ABSTAIN (Note 5)
1. To Consider and Approve 2021 Financial Statements
2. To Consider and Approve 2021 Annual Report and Annual
Report Summary
3. To Consider and Approve 2021 Report on the Work of the
Board of Directors
4. To Consider and Approve 2021 Report on the Work of the
Board of Supervisors
5. To Consider and Approve 2021 Audit Report on Internal
Control
6. To Consider and Approve 2021 Profit Distribution Plan
7. To Consider and Approve Resolution on the Re-appointment of
PRC Accounting Standards Auditors
8. To Consider and Approve Resolution on the Re-appointment of
International Accounting Standards Auditors
9. To Consider and Approve Resolution on the Anticipated
Provision of Guarantees for its Subsidiaries in 2022
10. To Consider and Approve Resolution on the Conduct of
Foreign Exchange Fund Derivatives Business
11. #To
Consider
and
Approve
Resolution
on
the
Proposed
Registration and Issuance of Debt Financing Instruments
12. To Consider and Approve Resolution on the Adjustment of
Allowances of Directors
13. #To Consider and Approve Resolution on the General Meeting
to Grant a General Mandate to the Board of Directors on
Additional Issuance of A Shares of the Company
14. #To Consider and Approve Resolution on the General Meeting
to Grant a General Mandate to the Board of Directors on
Additional Issuance of H Shares of the Company
  • For identification purpose only
RESOLUTIONS RESOLUTIONS FOR(Note 5) AGAINST(Note 5) ABSTAIN (Note 5)
15. #To Consider and Approve Resolution on the General Meeting
to Grant a General Mandate to the Board of Directors on
Additional Issuance of D Shares of the Company
16. #To Consider and Approve Resolution on the General Meeting
to Grant a General Mandate to Board of Directors to Decide to
Repurchase Not More Than 10% of the Total Number of H
Shares of the Company in Issue
17. #To Consider and Approve Resolution on the General Meeting
to Grant a General Mandate to Board of Directors to Decide to
Repurchase Not More Than 10% of the Total Number of D
Shares of the Company in Issue
18. #To Consider and Approve Resolution on Amendments to the
Articles of Association of the Company
19. To Consider and Approve Resolution on Amendments to the
Rules of Procedure for the General Meeting
20. To Consider and Approve Resolution on Amendments to the
Rules of Procedure for the Board of Directors
21. To Consider and Approve Resolution on Amendments to the
Rules of Procedure for the Board of Supervisors
22. To Consider and Approve Resolution on Amendments to the
Investment Management System
23. To Consider and Approve Resolution on Amendments to
Regulations on the Management of Fund Raising
24. To Consider and Approve Resolution on Amendments to Fair
Decision-Making System for Related Party Transactions
25. To Consider and Approve Resolution on Amendments to
Independent Directors System
26. To Consider and Approve Resolution on Amendments to
Management System of External Guarantee
27. To Consider and Approve Resolution on Amendments to
Management System of Foreign Exchange Derivative Trading
Business
28. To Consider and Approve Resolution on Amendments to
Management System of Entrusted Wealth Management

Date: Signature:[(Note][6)] Notes:

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

  2. Please insert your full name(s) and address(es) in BLOCK CAPITALS. The names of all joint holders should be stated.

  3. Please insert the number of shares of the Company registered in your name(s) and delete as appropriate.

  4. If you wish to appoint any other person as your proxy you should delete the reference to the ‘‘chairman of the meeting’’ and insert the name and address of the proxy you wish to appoint. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE AGM WILL ACT AS YOUR PROXY. Your proxy need not be a member of the Company, but must attend the AGM in person to represent you. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

  5. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE PUT A TICK IN THE BOX MARKED ‘‘FOR’’ OR INSERT THE NUMBER OF H SHARES HELD BY YOU. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE PUT A TICK IN THE BOX MARKED ‘‘AGAINST’’ OR INSERT THE NUMBER OF H SHARES HELD BY YOU. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE PUT A TICK IN THE BOX MARKED ‘‘ABSTAIN’’ OR INSERT THE NUMBER OF H SHARES HELD BY YOU. If no direction is given, your proxy will be entitled to vote at his/her own discretion. The share abstained will be counted in the calculation of the required majority.

  6. A member entitled to vote at the AGM is entitled to appoint one or more proxies to attend and vote on his/her behalf. If more than one proxy is appointed, the appointment shall specify the number of shares in respect of which each such proxy is appointed.

  7. This proxy form must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of an officer or attorney duly authorised on that corporation’s behalf.

  8. Where they are joint registered holders of any shares of the Company, any one of such persons may vote at the AGM, either in person or by proxy, in respect of such shares as if he/she were solely entitled thereto, but if more than one of such joint holders are present at the AGM in person or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such shares shall alone be entitled to vote in respect thereof.

  9. In order to be valid, this proxy form, together with any power of attorney or other authorised documents (if any) under which it is signed, or a notarially certified copy thereof, must be deposited at the Shares Registrar of the Company in Hong Kong, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong (for the H Shareholders) not less than 24 hours before the time appointed for holding the AGM or any adjournment thereof (as the case may be).

  10. Completion and delivery of this proxy form will not preclude you from attending and voting at the AGM in person or any adjournment thereof (as the case may be) if you so wish and, in such event, the proxy shall be deemed to be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy’s (or proxies’) name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the AGM (the ‘‘Purposes’’). We may transfer your and your proxy’s (or proxies’) name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Tricor Investor Services Limited at the above address.