Horizon Construction Development Limited — AGM Information 2026

Apr 27, 2026

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宏信建发
COHORIZON
宏信建設發展有限公司
HORIZON CONSTRUCTION DEVELOPMENT LIMITED
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 9930)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the annual general meeting (the “AGM”) of Horizon Construction Development Limited (the “Company”) will be held at Emerald I & II, Level 8, The Ritz-Carlton Hong Kong, International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong at 3:00 p.m. on Tuesday, 9 June 2026 for the following purposes:

Ordinary Resolutions

1. To consider and approve the audited consolidated financial statements, the report of directors of the Company and the independent auditors’ report for the year ended 31 December 2025.

2. To consider and, if thought fit, pass with or without amendments the following resolution as an ordinary resolution:

“THAT:

(i) subject to paragraph (ii) below, the exercise by the directors of the Company (the “Directors”) during the Relevant Period (as hereinafter defined) of all the powers of the Company to repurchase shares of the Company (the “Shares”) on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) or on any other approved stock exchange on which the Shares may be listed and recognized for this purpose by the Securities and Futures Commission of Hong Kong and the Stock Exchange in accordance with all applicable laws including The Codes on Takeovers and Mergers and Share Buy-backs and the Rules Governing the Listing of Securities on the Stock Exchange (the “Listing Rules”), be and is hereby generally and unconditionally approved;

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(ii) the aggregate number of Shares, which may be repurchased pursuant to the approval in paragraph (i) above during the Relevant Period shall not exceed 10% of the total number of the issued share capital of the Company (excluding any treasury shares (which shall have the meaning ascribed to it under the Listing Rules)) as at the date of passing of this resolution, and the said approval shall be limited accordingly; and

(iii) for the purpose of this resolution:

“Relevant Period” means the period from the passing of this resolution until whichever is the earliest of:

(1) the conclusion of the next annual general meeting of the Company;

(2) the expiration of the period within which the next annual general meeting of the Company is required by the articles of association of the Company or any other applicable laws of the Cayman Islands to be held; and

(3) the date on which the mandate set out in this resolution is revoked or varied by an ordinary resolution of the shareholders of the Company (the “Shareholders”) at a general meeting.”

1. To consider and, if thought fit, pass with or without amendments the following resolution as an ordinary resolution:

“THAT:

(i) subject to paragraph (iii) below, the exercise by the Directors during the Relevant Period (as hereinafter defined) of all the powers of the Company to allot, issue and deal with additional Shares (including any sale or transfer of treasury shares out of treasury) or securities convertible into Shares, and to make or grant offers, agreements, or options (including any warrants, bonds, notes and debentures conferring any rights to subscribe for or otherwise receive Shares) which may require the exercise of such powers be and is hereby generally and unconditionally approved;

(ii) the mandate in paragraph (i) above shall authorize the Directors during the Relevant Period (as hereinafter defined) to make or grant offers, agreements, or options (including any warrants, bonds, notes and debentures conferring any rights to subscribe for or otherwise receive Shares) which may require the exercise of such power after the end of the Relevant Period;

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(iii) the aggregate number of Shares allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to options or otherwise) by the Directors during the Relevant Period pursuant to paragraph (i) or (ii) of this resolution above, otherwise than pursuant to:

(a) a Rights Issue (as hereinafter defined);

(b) an issue of the Shares upon exercise of any subscription or conversion rights attaching to any warrants or any securities which are convertible into the Shares;

(c) any scrip dividend scheme or similar arrangement providing for the allotment and issue of Shares in lieu of the whole or part of a dividend on Shares in accordance with the articles of association of the Company; or

(d) a specified authority granted by the Shareholders in general meeting,

shall not exceed 20% of the total number of the issued share capital of the Company (excluding any treasury shares) as at the date of passing this resolution and the approval shall be limited accordingly; and

(iv) for the purpose of this resolution:

“Relevant Period” means the period from the passing of this resolution until whichever is the earliest of:

(1) the conclusion of the next annual general meeting of the Company;

(2) the expiration of the period within which the next annual general meeting of the Company is required by the articles of association of the Company or any other applicable laws of the Cayman Islands to be held; and

(3) the date on which the mandate set out in this resolution is revoked or varied by an ordinary resolution of the Shareholders at a general meeting.

“Rights Issue” means an offer of Shares or issue of options, warrants or other securities giving the right to subscribe for Shares open for a period fixed by the Directors to holders of Shares whose names appear on the register of members of the Company (and, where appropriate, to holders of other securities of the Company entitled to the offer) on a fixed record date in proportion to their then holdings of such Shares (or, where appropriate, such other securities) (subject in all cases to such exclusions or other arrangements as the Directors may deem necessary or expedient (but in compliance with the relevant provisions of the

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Listing Rules in relation to fractional entitlements or having regard to any restrictions or obligations under the laws of, or the requirements of any recognized regulatory body or any stock exchange in, any territory applicable to the Company)."

1. To consider and, if thought fit, pass with or without amendments the following resolutions as an ordinary resolution:

"THAT conditional upon the passing of the resolutions 2 and 3, the general mandate referred to in the resolution 4 be and is hereby extended by the addition to the aggregate number of Shares which may be allotted, issued or otherwise dealt with or agreed conditionally or unconditionally to be allotted, issued or otherwise dealt with by the Directors (including any sale or transfer of shares that are held as treasury shares out of treasury) pursuant to such general mandate of an amount representing the aggregate number of Shares repurchased by the Company pursuant to the general mandate pursuant to resolution 3, provided that such extended amount shall not exceed 10% of the total number of the issued share capital of the Company as at the date of passing this resolution."

1. To consider and approve the declaration of the final dividend for 2025.

2. To re-elect the following Directors, each as a separate resolution:

(i) To re-elect Mr. TANG Li as an executive Director;
(ii) To re-elect Mr. XU Huibin as a non-executive Director;
(iii) To re-elect Mr. HE Ziming as a non-executive Director; and
(iv) To re-elect Ms. JIN Jinping as an independent non-executive Director.

1. To authorize the board of Directors (the "Board") to fix the remuneration of the Directors.

2. To re-appoint Ernst & Young as the auditor of the Company and authorize the Board to fix its remuneration.

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Special Resolution

1. To consider and, if thought fit, pass the following resolution as a special resolution (with or without modification):

“THAT:

(i) the proposed amendments to the fourth amended and restated articles of association of the Company (the “Proposed Amendments”), the details of which are set out in Appendix III to the circular of the Company dated 28 April 2026, be and are hereby approved;

(ii) the fifth amended and restated articles of association of the Company (incorporating the Proposed Amendments) (the “New Articles”) in the form of the document marked “A” and produced to this meeting and for the purpose of identification initialed by the chairman of the meeting, be and are hereby approved and adopted in substitution for, and to the exclusion of, the existing fourth amended and restated articles of association of the Company with immediate effect; and

(iii) any one director, secretary or registered office provider of the Company be and is hereby authorised to do all such acts and things and execute all such documents, deeds and make all such arrangements that he/she shall, in his/her absolute discretion, deem necessary or expedient to give effect to the Proposed Amendments and the adoption of the New Articles and to make relevant registrations and filings in accordance with the relevant requirements of the applicable laws, rules and regulations in the Cayman Islands and Hong Kong.”

By order of the Board
Horizon Construction Development Limited
KONG Fanxing
Chairman

Hong Kong, 28 April 2026

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Notes:

1. All resolutions at the AGM will be taken by poll pursuant to the Listing Rules and the results of the poll will be published on the websites of the Stock Exchange and the Company in accordance with the Listing Rules.

2. Any member of the Company entitled to attend and vote at the AGM is entitled to appoint another person as his proxy to attend and vote instead of him. A proxy need not be a member of the Company and a member may appoint more than one proxy to attend on the same occasion.

3. Receipt by the Company of an instrument of proxy shall not preclude a member from attending and voting in person at the AGM.

4. The instrument appointing a proxy shall be in writing signed by the appointor, or his agent duly authorized in writing, or, if the appointor is a corporation, shall either be executed under its common seal or be signed by some agent or officer duly authorized in that behalf. The Directors may, but shall not be bound to, require evidence of the authority of any such agent or officer.

5. In case of joint holders, the vote of the senior who tenders a vote shall be accepted to the exclusion of the votes of the other joint holders, and seniority shall be determined by the order in which the names of the holders stand in the register of members.

6. In order to be valid, the form of proxy together with the power of attorney or other authority, if any, under which it is signed or a certified copy of that power of attorney or authority, must be deposited at the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not later than 3:00 p.m. on Sunday, 7 June 2026. Delivery of the form of proxy shall not preclude a Shareholder from attending and voting in person at the meeting and, in such event, the instrument appointing a proxy shall be deemed to be revoked.

7. For determining the entitlement to attend and vote at the AGM, the register of members of the Company will be closed from Thursday, 4 June 2026 to Tuesday, 9 June 2026, both days inclusive, during which period no transfer of shares will be registered. In order to be eligible to attend and vote at the AGM, all completed transfers of shares, accompanied by the relevant share certificates, must be lodged with the Company's share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong, for registration not later than 4:30 p.m. on Wednesday, 3 June 2026, being the last registration date. Shareholders whose names appear on the register of members of the Company at the opening of business on Tuesday, 9 June 2026 are entitled to attend and vote at the AGM.

8. If a tropical cyclone warning signal number 8 or above is hoisted, or "extreme conditions" caused by super typhoons or a black rainstorm warning is/are in force at 12:00 a.m. on 9 June 2026, the AGM will not be held on 9 June 2026 but will be postponed to a later date and if postponed, the Company will as soon as practicable post an announcement on the websites of the Stock Exchange and the Company.

As at the date hereof, the executive directors of the Company are Mr. ZHAN Jing (Chief Executive Officer) and Mr. TANG Li, the non-executive directors of the Company are Mr. KONG Fanxing (Chairman), Mr. XU Huibin, Mr. HE Ziming, Mr. YUAN Shaozhen and Ms. GUO Lina, and the independent non-executive directors of the Company are Mr. LIU Jialin, Mr. XU Min, Ms. JIN Jinping and Mr. SUM Siu Kei.