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Hebei Haiwei Electronic New Material Technology Co. Ltd — Proxy Solicitation & Information Statement 2026
Jun 9, 2026
51117_rns_2026-06-09_3462ba6b-3f4d-4af2-903a-98b7046861db.pdf
Proxy Solicitation & Information Statement
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H
Hebei Haiwei Electronic New Material Technology Co., Ltd.
河北海偉電子新材料科技股份有限公司
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 09609)
FORM OF PROXY FOR 2025 ANNUAL GENERAL MEETING
| Number of shares to which this form of proxy relates(Note 1) | H shares |
|---|---|
| Unlisted shares |
I/We(Note 2)
of
being the registered holder(s) of H shares/unlisted shares(Note 3) of RMB1.00 each in the share capital of Hebei Haiwei Electronic New Material Technology Co., Ltd. (the "Company"), hereby appoint, the chairman of the meeting, or(Note 4)
of
act as my/our proxy to attend and vote for me/us and on my/our behalf at the 2025 annual general meeting of the Company (the "AGM") to be held at 9:00 a.m. on Tuesday, June 30, 2026 at No.1 Meeting Room, No.317 Jingkai Street, Jing County Economic and Technological Development Zone, Hengshui, Hebei Province, PRC and at any adjournment thereof as indicated hereunder in respect of the resolutions set out in the notice of the AGM. In the absence of any indication, the proxy may vote at his/her own discretion.
| ORDINARY RESOLUTIONS | For(Note 5) | Against(Note 5) | Abstain(Note 5) | |
|---|---|---|---|---|
| 1. | To consider and approve the report of the Board for the year ended 31 December 2025. | |||
| 2. | To consider and approve the audited financial statements and the auditor's report of the Group for the year ended 31 December 2025. | |||
| 3. | To consider and approve the annual report of the Company for the year ended 31 December 2025. | |||
| 4. | To consider and approve the proposed profit distribution plan of the Company for the year ended 31 December 2025. | |||
| 5. | To consider and determine the remuneration of the Directors for the year 2026. | |||
| 6. | To re-appoint Deloitte Touche Tohmatsu as the Company's external auditor for the year 2026, with remuneration not exceeding RMB3 million (inclusive of applicable tax). | |||
| SPECIAL RESOLUTIONS | For(Note 5) | Against(Note 5) | Abstain(Note 5) | |
| 7. | To consider and approve the grant of the Share Issuance Mandate. | |||
| 8. | To consider and approve the grant of the H Share Repurchase Mandate. | |||
| ORDINARY RESOLUTIONS (VOTED BY CUMULATIVE VOTING SYSTEM)a | Cumulative Votinga (Number of votes casted to be inserted) | |||
| 9. | To consider and approve the resolutions in relation to the re-election of the following persons as executive Directors and non-executive Director of the eighth session of the Board: | |||
| 9.1 Mr. Song Wenlan as an executive Director of the second session of the Board; | ||||
| 9.2 Mr. Cao Chaozhi as an executive Director of the second session of the Board; | ||||
| 9.3 Mr. Sheng Zhixuan as an executive Director of the second session of the Board; | ||||
| 9.4 Mr. Liu Qingbin as an executive Director of the second session of the Board; | ||||
| 9.5 Ms. Zhong Ying as a non-executive Director of the second session of the Board. |
| ORDINARY RESOLUTIONS (VOTED BY CUMULATIVE VOTING SYSTEM)a | Cumulative Votingc (Number of votes casted to be inserted) | |
|---|---|---|
| 10. | To consider and approve the resolutions in relation to the re-election of the following persons as independent non-executive Directors of the second session of the Board: | |
| 10.1 Ms. Gu Qun as an independent non-executive Director of the second session of the Board; | ||
| 10.2 Mr. Zhang Hao as an independent non-executive Director of the second session of the Board; and | ||
| 10.3 Mr. Yu Qing as an independent non-executive Director of the second session of the Board. |
Date: ___ the day of 2026
Signature(s) (Note 6)
Notes:
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Please insert the number of shares of the Company registered in your name(s) relating to this form of proxy. If the number is inserted, this form of proxy will be deemed to relate only to those shares. If no number is inserted, this form of proxy will be deemed to relate to all shares of the Company registered in your name(s).
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Please insert the full name(s) (in Chinese or English) and registered address(es) as shown on the register of members of the Company in BLOCK letters.
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Please insert the number of shares of the Company registered in your name(s). If no number of shares are inserted, this form of proxy will be deemed to relate to all shares in the capital of the Company registered in your name(s).
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If any proxy other than the chairman of the meeting of the Company is preferred, please cross out the words "THE CHAIRMAN OF THE MEETING, OR" and insert the name(s) and address(es) of the proxy(ies) desired in the spaces provided. A shareholder of the Company (the "Shareholder") may appoint one or more proxies to attend and vote on his/her behalf. A proxy need not be a Shareholder. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
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IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "FOR" OR INSERT THE RELEVANT NUMBER OF SHARES. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "AGAINST" OR INSERT THE RELEVANT NUMBER OF SHARES. IF YOU WISH TO ABSTAIN FROM VOTING FOR ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "ABSTAIN" OR INSERT RELEVANT NUMBER OF SHARES. If no direction is given, your proxy may vote at his/her own discretion. Your proxy will also be entitled to vote or abstain at his/her discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM. Any vote which is not filled or filled wrongly or with unrecognizable writing or not casted will be deemed as having been waived by you and the corresponding vote will be counted as "Abstain". The shares abstained will be counted in the calculation of the required majority.
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Please note that Resolutions No. 9 to 10 will be voted on and the poll results will be counted using the cumulative voting system. When completing the "Cumulative Voting" column, please follow the instructions below:
(i) In respect of Resolutions No. 9 to 10, each Share held by you carries the same number of voting rights as the number of Directors of the Company to be elected under the relevant resolution. For example, if you hold 1,000,000 Shares of the Company and five executive Directors and non-executive Director are to be elected at the AGM, the total number of votes available to you in respect of Resolutions No. 9.1 to 9.5 will be 5,000,000 votes (i.e. 1,000,000 Shares × 5 = 5,000,000 votes).
(ii) Under the cumulative voting system, there are no "FOR", "AGAINST" or "ABSTAIN" options on the ballot. You may enter the corresponding number of votes in the "Cumulative Voting" column beside the name of each candidate. The minimum number of votes is zero and the maximum number of votes is the maximum number of votes available to you under the relevant group of resolutions. Such number of votes is not required to be an integral multiple of the number of Shares held by the voter. If you indicate your vote by placing a "✓" in the blank space beside the name of a candidate, you will be deemed to have allocated your total votes equally among the relevant candidates.
(iii) Please note that you may cast all your votes in favour of one candidate or distribute your votes equally or among multiple candidates. For example, if you hold 1,000,000 Shares of the Company, the total number of votes available to you in respect of Resolutions No. 9.1 to 9.5 will be 5,000,000 votes. You may allocate 1,000,000 votes each among five Director candidates; or allocate all 5,000,000 votes to one Director candidate; or allocate 4,000,000 votes to Director candidate A and 1,000,000 votes to Director candidate B, and so forth.
(iv) The aggregate number of votes cast by you in favour of all candidates must not exceed the total number of voting rights attached to all Shares held by you. However, if the aggregate number of votes cast by you exceeds the total number of voting rights attached to all Shares held by you, but you have voted for only one candidate, such vote will remain valid and will be deemed to have been cast up to the maximum number of voting rights held by you.
(v) Please also note that where the total number of votes cast by you in favour of any one candidate exceeds the total number of voting rights attached to all Shares held by you, all votes cast will be invalid, and you will be deemed to have abstained from voting. Where the total number of votes cast by you in favour of any one candidate is less than the total number of voting rights attached to all Shares held by you, such votes cast will be valid, and the remaining uncast votes will be deemed to have been waived. For example, if you hold 1,000,000 Shares of the Company, the total number of votes available to you in respect of Resolutions No. 9.1 to 9.5 will be 5,000,000 votes: (i) if you enter 5,000,000 votes in the "Cumulative Voting" column for one of the Director candidates, you will have fully utilised all your voting rights and will no longer be entitled to vote for the other Director candidates. If you enter any number of votes (other than zero) in the corresponding column for any other Director candidate under the relevant resolutions, all your votes in respect of Resolutions No. 9.1 to 9.5 will be invalid; and (ii) if you enter 1,000,000 votes in the "Cumulative Voting" column for Director candidate A and 1,000,000 votes for Director candidate B, then 2,000,000 votes cast by you will be valid, while the remaining uncast 3,000,000 votes will be deemed to have been waived by you. A candidate for Director of the Company shall be elected if the number of votes cast in favour of such candidate exceeds one-half of the total number of shares represented at the meeting that are entitled to vote (based on the number of non-cumulative shares).
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This form of proxy must be signed by you, or your attorney duly authorised in writing or, in the case of a legal person, must be either executed under its common seal or under the hand of its directors or attorney duly authorised.
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If the form of proxy is signed by another person under a power of attorney or other authorisation documents given by the appointer, such power of attorney or other authorisation documents shall be notarised. The proxy form or/and notarized power of attorney and other authorisation documents must be delivered to the Company's H share registrar, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong, or for Unlisted Shares holders, the Company's registered office, headquarters and principal place of business in the PRC at Economic and Technological Development Zone, Jing County, Hengshui, Hebei Province, the PRC, not less than twenty-four hours before the time appointed for the AGM (i.e. not later than 9:00 a.m. on Monday, June 29, 2026) or any adjournment thereof (as the case may be). Completion and return of the form of proxy will not preclude Shareholders from attending and voting in person at the AGM or any adjournment thereof if they so wish.
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Where there are joint registered holders of any share, any one of such joint holders may vote, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders are present at the AGM, whether in person or by proxy, the joint registered holder present whose name stands first on the register of members of the Company in respect of the shares shall alone be entitled to vote in respect thereof.
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The AGM is expected to last for no more than half a business day. Shareholders and proxies attending the meeting shall be responsible for their own travel and accommodation expenses.
The full text of the resolutions is set out in the Notice.