Huatai Securities Co., Ltd. — Proxy Solicitation & Information Statement 2025

Dec 31, 2025

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.

HTSC

(A joint stock company incorporated in the People's Republic of China with limited liability under the Chinese corporate name 华泰证券股份有限公司 and carrying on business in Hong Kong as HTSC)

(Stock Code: 6886)

NOTICE OF THE 2026 FIRST EXTRAORDINARY GENERAL MEETING

REFERENCE IS MADE to the announcement of the Company dated December 23, 2025 in relation to the "Closure of Register of Members of H Shares for the 2026 First Extraordinary General Meeting". The Company has decided to change the date of the EGM originally scheduled to be held on Friday, January 16, 2026 at 2:45 p.m., and to change the period for the closure of the register of members for H Shares. For details regarding the rescheduled date of the EGM and the revised period for the closure of the register of members for H Shares, please refer to this notice and the circular of the Company dated December 31, 2025.

NOTICE IS HEREBY GIVEN that the EGM will be held at Conference Room, Renaissance Nanjing Olympic Centre Hotel, No. 139 Aoti Street, Jianye District, Nanjing, Jiangsu Province, the PRC on Friday, January 23, 2026 at 2:45 p.m. to consider the following matters (special resolution marked with *):

RESOLUTIONS

1. • To consider and approve the resolution on the grant of general mandate to the Board to issue Shares
2. To consider and approve the resolution on the election of members (non-independent Directors) of the seventh session of the Board

2.1 To consider and approve the resolution on the election of Mr. Wang Huiqing as an executive Director of the seventh session of the Board
2.2 To consider and approve the resolution on the election of Mr. Zhou Yi as an executive Director of the seventh session of the Board
2.3 To consider and approve the resolution on the election of Mr. Ding Feng as a non-executive Director of the seventh session of the Board
2.4 To consider and approve the resolution on the election of Ms. Yu Lanying as a non-executive Director of the seventh session of the Board
2.5 To consider and approve the resolution on the election of Mr. Ke Xiang as a non-executive Director of the seventh session of the Board
2.6 To consider and approve the resolution on the election of Mr. Jin Yongfu as a non-executive Director of the seventh session of the Board
2.7 To consider and approve the resolution on the election of Mr. Chen Jianwei as a non-executive Director of the seventh session of the Board

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1. To consider and approve the resolution on the election of members (independent Directors) of the seventh session of the Board

3.1 To consider and approve the resolution on the election of Mr. Wang Jianwen as an independent non-executive Director of the seventh session of the Board

3.2 To consider and approve the resolution on the election of Mr. Wang Quansheng as an independent non-executive Director of the seventh session of the Board

3.3 To consider and approve the resolution on the election of Mr. Peng Bing as an independent non-executive Director of the seventh session of the Board

3.4 To consider and approve the resolution on the election of Mr. Wang Bing as an independent non-executive Director of the seventh session of the Board

3.5 To consider and approve the resolution on the election of Mr. Lo Kin Wing Terry as an independent non-executive Director of the seventh session of the Board

INFORMATION OF THE RESOLUTIONS

Information of the resolutions to be considered at the EGM and the recommendations of the Directors regarding those resolutions are set out in detail in a circular of the Company dated December 31, 2025, which has been published on the website of the Hong Kong Stock Exchange (www.hkexnews.hk) and the website of the Company (www.htsc.com.cn), and has been despatched to H Shareholders in the manner in which H Shareholders have selected to receive corporate communications.

DEFINITIONS

In this notice, the following expressions have the meanings set out below unless the context otherwise requires.

"A Share(s)" domestic share(s) in the share capital of the Company, with a nominal value of RMB1.00 each, which are subscribed for or credited as paid up in Renminbi and are listed for trading on the Shanghai Stock Exchange

"Articles of Association" the articles of association of the Company, as amended, supplemented or otherwise modified from time to time

"Board" or "Board of the Company" the board of directors of the Company

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"Company"

a joint stock company incorporated in the PRC with limited liability under the corporate name 华泰证券股份有限公司 (Huatai Securities Co., Ltd.), converted from its predecessor 华泰证券有限责任公司 (Huatai Securities Limited Liability Company) on December 7, 2007, carrying on business in Hong Kong as "HTSC", and was registered as a registered non-Hong Kong company under Part 16 of the Companies Ordinance under the Chinese approved name of “華泰六八八六股份有限公司” and English name of “Huatai Securities Co., Ltd.”; the H Shares of which have been listed on the main board of The Stock Exchange of Hong Kong Limited since June 1, 2015 (Stock Code: 6886); the A Shares of which have been listed on the Shanghai Stock Exchange since February 26, 2010 (Stock Code: 601688); the global depository receipts of which have been listed on the London Stock Exchange plc since June 2019 (Symbol: HTSC), unless the context otherwise requires, including its predecessor

"Director(s)"

the director(s) of the Company

"EGM"

the 2026 first extraordinary general meeting to be held by the Company at Conference Room, Renaissance Nanjing Olympic Centre Hotel, No. 139 Aoti Street, Jianye District, Nanjing, Jiangsu Province, the PRC on Friday, January 23, 2026 at 2:45 p.m.

"H Share(s)"

foreign share(s) in the share capital of the Company with nominal value of RMB1.00 each, which are listed on The Stock Exchange of Hong Kong Limited and to be traded in HK dollars

"Hong Kong" or "HK"

the Hong Kong Special Administrative Region of the PRC

"Latest Practicable Date"

December 31, 2025, being the latest practicable date for the purpose of ascertaining certain information contained in this notice prior to its publication

"Listing Rules"

the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, as amended, supplemented or otherwise modified from time to time

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"PRC" or "China" the People's Republic of China, excluding, for the purposes of this notice, Hong Kong, Macau Special Administrative Region and Taiwan

"Share(s)" the ordinary share(s) of RMB1.00 each in the share capital of the Company, comprising A Share(s) and H Share(s)

"Shareholder(s)" holder(s) of the Share(s)

By order of the Board

Zhang Hui

Joint Company Secretary

Jiangsu, the PRC, December 31, 2025

As at the date of this notice, the Board comprises Mr. Zhang Wei, Mr. Zhou Yi and Ms. Wang Ying as executive Directors; Mr. Ding Feng, Mr. Chen Zhongyang, Mr. Ke Xiang, Mr. Jin Yongfu and Mr. Zhang Jinxin as non-executive Directors; and Mr. Wang Jianwen, Mr. Wang Quansheng, Mr. Peng Bing, Mr. Wang Bing and Mr. Lo Kin Wing Terry as independent non-executive Directors.

Notes:

1. Eligibility for attending the EGM and date of registration of members for H Shares

The register of members of H Shares will be closed from Tuesday, January 20, 2026 to Friday, January 23, 2026 (both days inclusive), during which period no transfer of H Shares will be effected. H Shareholders whose names appear on the H Share register of members of the Company on Friday, January 23, 2026 are entitled to attend the EGM or any adjournment thereof and vote on all resolutions to be proposed at the meeting.

In order to attend the EGM, H Shareholders should ensure that all transfer documents, accompanied by the relevant Share certificates, are lodged with the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, before 4:30 p.m. on Monday, January 19, 2026.

1. Proxy

(1) Each Shareholder entitled to attend and vote at the EGM may appoint one or more proxies in writing to attend and vote on his/her behalf. A proxy need not be a Shareholder.

(2) The instrument appointing a proxy must be in writing under the hand of the appointor or his/her attorney duly authorized in writing, or if the appointor is a legal entity, either under seal or signed by a director or a duly authorized attorney. If that instrument is signed by an attorney of the appointor, the power of the attorney authorizing that the attorney to sign or other documents of authorization must be notarized.

To be valid, for H Shareholders, the form of proxy and notarized power of the attorney or other documents of authorization must be delivered to Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 24 hours before the time appointed for the EGM.

(3) Any voting at the EGM shall be taken by poll.

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1. Registration procedures for attending the EGM

A Shareholder attending in person should present proof of identity when attending the EGM. In the case of attendance by proxy, the proxy should present proof of identity and the proxy form(s) from the Shareholder. If a Shareholder is a legal person, its legal representative may attend the EGM by providing his/her identity card and valid proof of its capacity as a legal representative of such Shareholder appointing such person to attend the meeting. In the case of attendance by proxy of the legal representative, the proxy should present his/her identity card and a written letter of authorization duly issued by such legal representative when attending the EGM.

1. Voting by poll

According to Rule 13.39(4) of the Listing Rules, any vote of shareholders at a general meeting must be taken by poll. Accordingly, the chairman of the EGM will demand a poll in relation to all the proposed resolutions at the EGM in accordance with Article 103 of the Articles of Association.

The above resolution 1 is a special resolution, which shall be passed by at least two-thirds of the total Shares held by Shareholders with voting rights present at the meeting; resolutions 2 and 3 are ordinary resolutions, which shall be passed by more than half of the total Shares held by Shareholders with voting rights present at the meeting.

The above resolutions 2 and 3 will adopt the method of cumulative poll respectively, i.e., the number of votes carried by each Share held by the Shareholders shall be equal to the number of positions and the Shareholders may concentrate their entitled votes when voting. In particular: (1) each Shareholder shall be entitled to such number of votes as shall be equal to the number of Shares held by him/her multiplied by the total number of executive Directors and non-executive Directors upon whom he/she can vote, when electing executive Directors and non-executive Directors. Such votes may only be voted for the candidates of the executive Directors and non-executive Directors of the Company, and the candidates who have the most votes shall be appointed; (2) each Shareholder shall be entitled to such number of votes as shall be equal to the number of Shares held by him/her multiplied by the total number of independent non-executive Directors upon whom he/she can vote, when electing independent non-executive Directors. Such votes may only be voted for the candidates of the independent non-executive Directors of the Company, and the candidates who have the most votes shall be appointed.

Pursuant to Rule 2.15 of the Listing Rules, where shareholders' approval is required with regard to a transaction, any shareholder that has a material interest in such transaction shall abstain from voting on the resolution(s) approving such transaction at the general meeting.

As far as the Directors are aware, as at the Latest Practicable Date, no Shareholder is considered to have a material interest in any of the resolutions proposed at the EGM and has to abstain from voting at the EGM approving the resolutions.

1. Miscellaneous

(1) The EGM is expected to be held for no more than half a day. Shareholders who attend the meeting in person or by proxy shall bear their own travelling and accommodation expenses.

(2) The address of Computershare Hong Kong Investor Services Limited is: Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.

(3) The registered address of the Company:

No. 228 Middle Jiangdong Road,
Nanjing, Jiangsu Province,
the PRC

Contact Office: Board Office
Telephone No.: +86 25 8338 7780 / 8338 7272
Facsimile No.: +86 25 8338 7784
E-mail: boardoffice@htsc.com

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