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Lygend Resources & Technology Co., Ltd. — AGM Information 2026
Apr 30, 2026
50471_rns_2026-04-30_289f3338-70e2-40db-97cb-ac32e9423211.pdf
AGM Information
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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.
力勤资源
LYGEND RESOURCES
Lygend Resources & Technology Co., Ltd.
宁波力勤资源科技股份有限公司
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2245)
NOTICE OF 2025 ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the annual general meeting (the "AGM") of Lygend Resources & Technology Co., Ltd. (the "Company") will be held on Friday, 22 May 2026 at 4:00 p.m. (or any adjournment thereof) at 10/F, Building C10, R&D Park, Lane 299, Guanghua Road, Yinzhou District, Ningbo City, Zhejiang 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 30 April 2026.
ORDINARY RESOLUTIONS
- To consider and approve the Report of the Directors of the Company for 2025.
- To consider and approve the duty performance report of the Independent Directors for 2025.
- To consider and approve the profit distribution plan for 2025.
- To consider and approve the proposed re-appointment of Ernst & Young Hua Ming LLP and Ernst & Young, certified public accountants as the auditor of the Company for 2026 and authorize the Board to fix their remuneration.
- To consider and approve the remuneration of the Directors of the Company for 2026, authorize Mr. CAI Jianyong (the Chairman and executive Director) (or the person(s) authorized by the Chairman and executive Director) to enter into service contracts and/or appointment letters with each of the Directors according to terms they think fit, and deal with all other necessary and related matters, and authorize the Remuneration Committee to determine remuneration assessment and incentive management accordingly.
(a) to consider and approve the remuneration of Mr. CAI Jianyong (a Director);
(b) to consider and approve the remuneration of Ms. FEI Feng (a Director);
(c) to consider and approve the remuneration of Mr. CAI Jianwei (a Director);
(d) to consider and approve the remuneration of Mr. WANG Ling (a Director);
(e) to consider and approve the remuneration of Mr. YU Weijun (a Director);
(f) to consider and approve the remuneration of Mr. Lawrence LUA Gek Pong (a Director);
(g) to consider and approve the remuneration of Ms. ZHANG Zhengping (a Director);
(h) to consider and approve the remuneration of Dr. HE Wanpeng (a Director);
(i) to consider and approve the remuneration of Dr. WANG James Jixian (a director).
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To consider and approve the purchase of liability insurance for Directors and Senior Management of the Company.
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To review, approve, and confirm the proposal on the related-party transactions of the Company for the year ended 31 December 2025.
(a) To review, approve, and confirm the related-party transactions with Lygend Investment for the year ended 31 December 2025;
(b) To review, approve, and confirm the related-party transactions with the Indonesian partner for the year ended 31 December 2025;
(c) To review, approve, and confirm the related-party transactions with other related parties for the year ended 31 December 2025.
SPECIAL RESOLUTIONS
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To consider and approve the bank credit line applications for 2026 and provision of guarantees by the Company and/or its subsidiaries and authorize Mr. CAI Jianyong (the Chairman of the Board and executive Director) or Ms. FEI Feng (executive Director and a deputy general manager) (or the person(s) authorized by the above two persons) to handle all procedures relating to the Bank Credit Line Applications and the Guarantees, including but not limited to, signing all agreements and their ancillary documents provided that the financing must be within the total amount of the Bank Credit Line Applications and the relevant guarantee falls within the Guarantees.
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To consider and approve the expected external guarantees and related-party transactions by the Company and/or its subsidiaries for 2026, and to authorize Mr. CAI Jianyong (the Chairman of the Board and executive Director) or Ms. FEI Feng (executive Director and a deputy general manager) (or the person(s) authorized by the above two persons) to handle all procedures related to such guarantees, including but not limited to signing all agreements and their ancillary documents, provided that the guarantees shall not exceed the guaranteed amount.
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To consider and, if thought fit, pass with or without amendments, the following resolution as a special resolution:
The General Mandate for the Repurchase of H Shares
(a) subject to paragraphs (b) and (c) below, the Board be and is hereby authorized to exercise all the powers of the Company to repurchase the H Shares in issue of the Company on the Stock Exchange during the Relevant Period (as defined in paragraph (e) below), subject to and in accordance with all applicable laws, rules and regulations and/or requirements of the PRC, the Stock Exchange or any other governmental or regulatory bodies.
(b) the total number of H Shares of the Company authorized to be repurchased subject to the approval in paragraph (a) above during the Relevant Period shall not exceed 10% of the total number of the H Shares in issue (excluding any Treasury Shares) of the Company as at the date of the passing of this resolution.
(c) the approval in paragraph (a) above shall be conditional upon the Company not being required by any of its creditors to repay or to provide guarantee in respect of any amount due to any of them (or if the Company is so required by any of its creditors, the Company having, in its absolute discretion, repaid or provided guarantee in respect of such amount) pursuant to the notification procedure set out in Article 218 of the Articles of Association.
(d) the Board be hereby authorized to do any or all of the following (including without limitation):
(i) where applicable, make such amendments to the Articles of Association accordingly as it thinks fit so as to reduce the registered share capital of the Company and to reflect the new capital structure of the Company upon the repurchase of H Shares as contemplated in paragraph (a) above;
(ii) where applicable, file the amended Articles of Association with the relevant governmental authorities of the PRC; and
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(iii) on such terms as it deems fit, exercise all the power of the Company to cancel all or part of the repurchased H Shares, to hold the repurchased H Shares as treasury shares or to use them for equity incentives.
(e) for the purpose of this resolution:
“Relevant Period” means the period from the passing of this resolution until the earliest of the two periods below:
(i) the conclusion of the next annual general meeting of the Company following the passing of this resolution; and
(ii) the date on which the authority set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company in a general meeting.
- To consider and approve the proposed extension of validity periods of the issuance plan for initial public offering and listing of A shares of the Company and grant of authorization to the Board and its authorized persons to handle the specific matters relating to the initial public offering and listing of A shares of the Company on the Main Board of the Shenzhen Stock Exchange at their absolute discretion.
By order of the Board
Lygend Resources & Technology Co., Ltd.
CAI Jianyong
Chairman and Executive Director
The PRC, 30 April 2026
As at the date of this notice, the executive Directors are Mr. CAI Jianyong, Ms. FEI Feng, Mr. CAI Jianwei and Mr. WANG Ling; the non-executive Director is Mr. Lawrence LUA Gek Pong; the independent non-executive Directors are Dr. HE Wanpeng, Ms. ZHANG Zhengping and Dr. WANG James Jixian; the employee representative Director is Mr. YU Weijun.
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Notes:
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The voting at the AGM will be conducted by way of poll.
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For the purpose of determining the eligibility to attend and vote at the AGM, the register of members of the Company will be closed from Tuesday, 19 May 2026 to Friday, 22 May 2026, both days inclusive. During such period, no transfer of the Company’s H Shares will be registered. H Share Shareholders whose names appear on the register of members of the Company on Friday, 22 May 2026 will be entitled to attend the AGM. In order to be eligible to attend and vote at the AGM, H Share Shareholders whose transfers of Shares have not been registered shall deposit the transfer documents together with the relevant share certificates with the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong no later than 4:30 p.m. on Monday, 18 May 2026.
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Each Shareholder entitled to attend and vote at the AGM may appoint one or more proxies to attend and vote on his or her behalf. A proxy need not be a Shareholder.
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An ordinary resolution at a general meeting shall be passed by half or above of the voting rights held by shareholders (including their proxies) attending the general meeting. A special resolution at a general meeting shall be passed by two-thirds or above of the voting rights held by Shareholders (including their proxies) attending the general meeting.
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The form of proxy must be signed by the Shareholder or his/her attorney duly authorized in writing. If the Shareholder is a corporation, the instrument must be either under its common seal or signed by the director or his/her attorney duly authorized. If the instrument is signed by an attorney of the Shareholder, the power of attorney authorizing that attorney to sign or other authorization document must be notarized.
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In order to be valid, the form of proxy of the H Share Shareholders together with the power of attorney or other authorization document (if any) signed by the authorized person or notarially certified power of attorney must be deposited at the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong; or for the Unlisted Share Shareholders, to the business address of the Company in the PRC, at 10-11/F, Building C10, R&D Park, Lane 299, Guanghua Road, Yinzhou District, Ningbo City, Zhejiang Province, PRC, not less than 24 hours before the time appointed for holding the AGM or any adjournment thereof (as the case may be). Completion and return of a form of proxy will not preclude a Shareholder from attending and voting in person at the AGM if he/she so wishes.
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The AGM is expected to last for no more than half a day. Shareholders or their proxies attending the meeting are responsible for their own transportation and accommodation expenses. Shareholders or their proxies attending the meeting shall produce their identity documents.
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All times refer to Hong Kong local time, except as otherwise stated.