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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_3ca47577-92cf-489d-a620-7bdb0aaa9d48.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.

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: 9609)
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the annual general meeting for the year of 2025 (the "AGM") of Hebei Haiwei Electronic New Material Technology Co., Ltd. (the "Company") will be held at 9 a.m. on 30 June 2026 (or at any adjournment thereof) at No.1 Meeting Room, No.317 Jingkai Street, Jing County Economic and Technological Development Zone, Hengshui, Hebei Province, PRC to consider and, if thought fit, pass the following resolutions. Unless otherwise defined, capitalised terms used in this notice shall have the same meanings as those defined in the circular of the Company dated 9 June 2026 (the "Circular").
ORDINARY RESOLUTIONS
- To consider and approve the report of the Board for the year ended 31 December 2025.
- To consider and approve the audited financial statements and the auditor's report of the Group for the year ended 31 December 2025.
- To consider and approve the annual report of the Company for the year ended 31 December 2025.
- To consider and approve the proposed profit distribution plan of the Company for the year ended 31 December 2025.
- To consider and determine the remuneration of the Directors for the year 2026.
- 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
- To consider and approve the grant of the Share Issuance Mandate:
"THAT
The Board and the persons authorized by the Board are authorized to solely or concurrently permit, issue, place, authorize and/or handle Shares during the Relevant Period with an aggregate number of Shares, warrants, convertible bonds or options, warrants or similar rights to subscribe for any shares or such convertible bonds (including the sale or transfer of treasury shares) not exceeding 20% of the total number of Shares in issue (excluding the treasury shares, if any) as at the date of consideration and approval of the resolution in relation to the grant of the Share Issuance Mandate at the AGM.
The Board is authorized to deal with matters relating to the issuance of Shares, including but not limited to:
(i) to formulate and implement specific issuance plans, including but not limited to the number and class of Shares to be issued, pricing basis and/or issue price (including any price range), the issue period, target subscribers, use of proceeds and other matters required by applicable laws, regulations and regulatory authorities;
(ii) to approve, execute and procure the execution of all documents and matters considered necessary in connection with the specific issuance, including but not limited to underwriting agreements and other agreements relating to the General Mandate;
(iii) to complete all filing, approval, registration and recordal procedures required by applicable laws and regulations and the requirements of the CSRC, the Stock Exchange and other regulatory authorities in connection with the specific issuance and listing, and to execute all relevant documents;
(iv) to make such amendments to the articles of association relating to the issuance of shares and registered capital as it considers necessary or appropriate, and to handle the relevant filing procedures;
(v) to authorize any one Director of the Company or his/her authorized person(s) to handle the aforesaid matters; and
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(vi) The Share Issuance Mandate shall be valid from the date of approval at the AGM until the earliest of:
(1) the expiry of 12 months from the date of approval at the AGM of the Company; or
(2) the conclusion of the next annual general meeting of the Company held after the approval of the resolution granting the Shares Issuance Mandate at the AGM; or
(3) the date on which the authorization granted under this resolution is revoked or varied by a special resolution of the shareholders in general meeting.
- To consider and approve the grant of the H Share Repurchase Mandate:
“THAT
The Board is authorized to repurchase H Shares with the Company’s self-owned or self-raised funds during the Relevant Period with an aggregate number of H Shares not exceeding 10% of the total number of H Shares in issue (excluding the treasury shares, if any) as at the date of consideration and approval of the resolution in relation to the grant of the H Share Repurchase Mandate at the AGM.
The Board is authorised to deal with matters relating to the repurchase of H Shares, including but not limited to:
(i) to formulate and implement specific repurchase plans, including but not limited to determining the timing of repurchase, repurchase period, repurchase price, repurchase quantity, to cancel the repurchased shares or hold them as treasury shares upon completion of the H Share repurchase etc.;
(ii) to notify creditors and make announcements in accordance with the PRC Company Law and other laws and regulations, and the Articles of Association;
(iii) to adjust the repurchase plan and continue to handle matters in relation to the repurchase of H Shares in accordance with the relevant PRC regulations, requirements of government departments and securities regulatory authorities, market conditions and the actual operation of the Company in the event that there are new requirements of laws and regulations and securities regulatory authorities on repurchase policies, as well as changes in market conditions, except for matters that are subject to re-voting at the general meeting as required by the relevant laws and regulations and the Articles of Association;
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(iv) to handle the cancellation of such repurchased shares, reduce the registered capital, amend to the Articles of Association, including the contents in relation to the total share capital and share capital structure, and to complete the relevant registration and filing procedures (if applicable) where it is decided that the repurchased shares shall be cancelled; and
(v) to open foreign stock accounts and handle the corresponding foreign exchange change registration procedures (if applicable);
(vi) to sign and handle such other documents and matters relating to the share repurchase; and
(vii) the Board authorizes any one Director of the Company or any person authorized by such Director to specifically handle the aforesaid matters.
For the purpose of the H Share Repurchase Mandate, the “Relevant Period” means the period from the date of passing of the special resolution in relation to the grant of the H Share Repurchase Mandate at the AGM until whichever is the earliest of:
(1) the expiry of 12 months from the date of approval at the AGM of the Company; or
(2) the conclusion of the next annual general meeting of the Company after the approval of the H Share Repurchase Mandate at the AGM; or
(3) the date on which the H Share Repurchase Mandate is revoked or varied by a special resolution at any general meeting of the Company.
ORDINARY RESOLUTIONS VOTED BY CUMULATIVE VOTING SYSTEM
- 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 second 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.
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- 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.
By order of the Board
Hebei Haiwei Electronic New Material Technology Co., Ltd.
Song Wenlan
Chairman of the Board
Hebei, the People’s Republic of China
9 June 2026
Notes:
- The Register of Members will be closed during the following periods and during these periods, no transfer of H Shares will be registered.
For the purpose of holding the AGM, the Register of Members will be closed from 25 June 2026 to 30 June 2026 (both days inclusive), during which period no transfer of H Shares will be registered. The H Shareholders whose names appear on the Register of Members on 30 June 2026 are entitled to attend and vote at the AGM.
In order to attend and vote at the AGM, the H Shareholders shall lodge all transfer documents together with the relevant share certificates to Tricor Investor Services Limited, the H Share registrar of the Company, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong, not later than 4:30 p.m. on 24 June 2026.
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Each H Shareholder who has the right to attend and vote at the AGM is entitled to appoint in writing one or more proxies, whether a Shareholder or not, to attend and vote on his/her behalf at the AGM.
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The form of proxy must be signed by the Shareholder or his/her attorney duly authorised in writing or, in the case of a legal person, must either be executed under its common seal or under the hand of a legal representative or other attorney duly authorised to sign the same. If the form of proxy is signed by an attorney of the appointer, the power of attorney authorising that attorney to sign, or other document of authorisation, must be notarially certified.
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To be valid, for H Shareholders, the form of proxy, and if the form of proxy is signed by a person under a power of attorney or other authority on behalf of the appointer, a notarially certified copy of that power of attorney or other authority, must be delivered to 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 24 hours before the time for holding the AGM or any adjournment thereof in order for such documents to be valid.
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If a proxy attends the AGM on behalf of a Shareholder, he/she should produce his/her identity card and the form of proxy signed by the Shareholder or his/her legal representative or his/her duly authorised attorney, and specify the date of its issuance. If a legal person Shareholder appoints its corporate representative to attend the AGM, such representative should produce his/her identity card and the notarised copy of the resolution passed by the board of directors or other authorities, or other notarised copy of the licence issued by such legal person Shareholder. The form of proxy duly signed and submitted by HKSCC Nominees Limited are deemed to be valid, and it is not necessary for the proxy(ies) appointed by HKSCC Nominees Limited to produce the signed form of proxy when the proxy(ies) attend(s) the AGM. Completion and return of the form of proxy will not preclude a Shareholder from attending in person and voting at the AGM or any adjournment thereof should he/she so wish.
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Pursuant to the Listing Rules, any vote of Shareholders at a general meeting must be taken by way of poll except where the chairman of the meeting, 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. As such, the resolutions set out in the notice of the AGM will be voted on by poll. Results of the poll voting will be published on the websites of the Stock Exchange and the Company after the AGM.
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Where there are joint registered holders of any share of the Company, only the person whose name stands first on the Register of Members in respect of such share may vote at the AGM, either personally or by proxy, in respect of such share as if he/she were solely entitled thereto.
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Treasury Shares, if any and registered under the name of the Company, shall have no voting rights as at the general meeting(s) of the Company. For the avoidance of doubt, solely from the perspective of the Listing Rules, the Company shall, upon depositing any Treasury Shares in CCASS, abstain from voting at any its general meeting(s) in relation to those shares.
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The AGM is estimated to last for half a day. Shareholders who attend the AGM in person or by proxy shall bear their own transportation and accommodation expenses.
As at the date of this notice, the Board comprises Mr. Song Wenlan (Chairman), Mr. Cao Chaozhi, Mr. Sheng Zhixuan and Mr. Liu Qingbin being executive Directors, Ms. Zhong Ying being a non-executive Director, and Ms. Gu Qun, Mr. Zhang Hao and Mr. Yu Qing, being independent non-executive Directors.
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