Niche-Tech Semiconductor Materials Limited — Proxy Solicitation & Information Statement 2022

Aug 12, 2022

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Niche-Tech Group Limited, you should at once hand this circular together with the enclosed form of proxy, to the purchaser or the transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

NICHE-TECH GROUP LIMITED 駿碼科技集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8490)

PROPOSED CHANGE OF COMPANY NAME; PROPOSED ADOPTION OF THE NEW MEMORANDUM AND ARTICLES OF ASSOCIATION; AND NOTICE OF EXTRAORDINARY GENERAL MEETING

Capitalised terms used in this cover page shall have the same meanings as those defined in the section headed “Definitions” of this circular.

A letter from the Board is set out on pages 3 to 7 of this circular. A notice convening the Extraordinary General Meeting to be held at Unit 208, 2/F, Lakeside 1, Phase Two, Hong Kong Science Park, Pak Shek Kok, New Territories, Hong Kong on Monday, 5 September 2022 at 4:00 p.m. or its adjournment is set out on pages EGM-1 to EGM-3 of this circular. A form of proxy for use in connection with the Extraordinary General Meeting is also enclosed with this circular.

Whether or not that you are able or intend to attend the Extraordinary General Meeting, you are requested to complete and return the enclosed form of proxy in accordance with the instructions printed thereon to the Company’s branch share registrar and transfer office in Hong Kong, Boardroom Share Registrars (HK) Limited, at 2103B, 21/F, 148 Electric Road, North Point, Hong Kong as soon as possible and in any event not later than 48 hours before the time appointed for the holding of the Extraordinary General Meeting or its adjournment. Completion and return of the form of proxy shall not preclude you from attending and voting in person at the Extraordinary General Meeting or its adjournment should you so wish. If you attend and vote at the Extraordinary General Meeting, the authority of your proxy will be revoked. Such form of proxy is also published on the website of the Stock Exchange at www.hkexnews.hk and the Company’s website at www.nichetech.com.hk. This circular will remain on the “Latest Listed Company Information” page of the website of the Stock Exchange at www.hkexnews.hk for a minimum period of seven days from the date of its publication. This circular will also be published on the Company’s website at www.nichetech.com.hk.

PRECAUTIONARY MEASURES FOR THE EXTRAORDINARY GENERAL MEETING

Measures being taken for prevention and control of the spread of the coronavirus disease (COVID-19) pandemic at the Extraordinary General Meeting, including but not limited to:

• compulsory body temperature checks for each attendee;

• compulsory wearing of surgical face masks throughout the meeting by each attendee;

• no refreshments or drinks will be served, and no gifts will be distributed; and

• signing of health declaration form before admission to the meeting venue.

Any person who does not comply with the precautionary measures may be denied entry into the Extraordinary General Meeting venue. The Company strongly recommends the Shareholders to exercise their rights by appointing the Chairman of the Extraordinary General Meeting as their proxy to vote on the relevant resolutions at the Extraordinary General Meeting as an alternative to attending the Extraordinary General Meeting in person.

The Company reserves the right to deny entry to the physical venue of the Extraordinary General Meeting should such attendance by the Shareholders in person would contravene the applicable laws in Hong Kong.

13 August 2022

CHARACTERISTICS OF GEM

GEM has been positioned as a market designed to accommodate small and mid-sized companies to which a higher investment risk may be attached than other companies listed on the Stock Exchange. Prospective investors should be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration.

Given that the companies listed on GEM are generally small and mid-sized companies, there is a risk that securities traded on GEM may be more susceptible to high market volatility than securities traded on the Main Board of the Stock Exchange and no assurance is given that there will be a liquid market in the securities traded on GEM.

i

CONTENTS

	Page
Definitions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
Letter from the Board. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
Appendix I – Proposed Amendments to the Existing Memorandum and
Articles of Association. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	I-1
Notice of Extraordinary General Meeting. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	EGM-1

ii

DEFINITIONS

In this circular, unless the context otherwise requires, the following terms and expressions shall have the following respective meanings:

“Board”	the board of Directors
“Companies Act”	the Companies Act, Cap. 22 (Law 3 of 1961, as consolidated and
	revised) of the Cayman Islands
“Company”	Niche-Tech Group Limited, an exempted company incorporated in the
	Cayman Islands with limited liability on 21 February 2017, the Shares
	of which are listed on GEM (Stock code: 8490)
“Director(s)”	the director(s) of the Company
“Existing Memorandum and	the second amended and restated memorandum and articles of
Articles of Association”	association of the Company adopted by a special resolution passed on 15
	June 2022
“Extraordinary General	the extraordinary general meeting of the Company to be held at Unit
Meeting”	208, 2/F, Lakeside 1, Phase Two, Hong Kong Science Park, Pak Shek
	Kok, New Territories, Hong Kong on Monday, 5 September 2022 at
	4:00 p.m., to consider and, if appropriate, to approve the resolutions
	contained in the Notice
“GEM”	GEM of the Stock Exchange
“GEM Listing Rules”	the Rules Governing the Listing of Securities on GEM, as amended,
	supplemented and/or otherwise modified from time to time
“Group”	the Company and its subsidiaries from time to time
“HK$”	Hong Kong dollars, the lawful currency in Hong Kong
“Hong Kong”	the Hong Kong Special Administrative Region of the People’s Republic
	of China
“New Memorandum and	the third amended and restated memorandum and articles of association
Articles of Association”	of Company proposed to be adopted by the Shareholders at the
	Extraordinary General Meeting

1

DEFINITIONS

“Notice” the notice convening the Extraordinary General Meeting as set out in pages EGM-1 to EGM-3 “Proposed Amendments” proposed amendments to the memorandum and articles of association as set out in Appendix I to this circular “Proposed Change of the proposed change of English name and dual foreign Chinese name of Company Name” the Company as described in this circular “Share(s)” the ordinary share(s) of HK$0.01 each in the issued share capital of the Company “Shareholder(s)” the holder(s) of Share(s) “Stock Exchange” The Stock Exchange of Hong Kong Limited “subsidiary(ies)” has the same meaning as defined in the GEM Listing Rules “%” per cent

2

LETTER FROM THE BOARD

NICHE-TECH GROUP LIMITED 駿碼科技集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8490)

Executive Directors: Mr. Chow Bok Hin Felix Professor Chow Chun Kay Stephen GBS SBS BBS JP Mr. Shi Yiwu

Non-executive Director: Mr. Li Chiu Fan

Independent non-executive Directors: Professor Ng Wang Wai Charles Mr. Tai Chun Kit Mr. Poon Lai Yin Michael

Registered Office: Windward 3, Regatta Office Park P.O. Box 1350 Grand Cayman KY1-1108 Cayman Islands

Headquarters and Principal Place of Business in Hong Kong: Unit 208, 2/F, Lakeside 1, Phase Two Hong Kong Science Park, Pak Shek Kok New Territories, Hong Kong

13 August 2022

To the Shareholders,

Dear Sir or Madam,

PROPOSED CHANGE OF COMPANY NAME; PROPOSED ADOPTION OF THE NEW MEMORANDUM AND ARTICLES OF ASSOCIATION; AND NOTICE OF EXTRAORDINARY GENERAL MEETING

1. INTRODUCTION

Reference is made to the announcement of the Company dated 9 August 2022. The purpose of this circular is to give the Shareholders the Notice and to provide the Shareholders with all the information reasonably necessary to enable them to make an informed decision on whether to vote for or against the proposed matters which include, inter alia, (1) the Proposed Change of Company Name; and (2) the proposed amendments to the Existing Memorandum and Articles of Association and adoption of the New Memorandum and Articles of Association.

The Notice is set out on pages EGM-1 to EGM-3 of this circular.

3

LETTER FROM THE BOARD

2. PROPOSED CHANGE OF COMPANY NAME

As disclosed in the announcement of the Company dated 9 August 2022, the Board proposes to change the English name of the Company from “Niche-Tech Group Limited” to “Niche-Tech Semiconductor Materials Limited” and change the dual foreign name in Chinese of the Company from “駿碼科技集團有限公司” to “駿碼半導體材料有限公司”.

Conditions of the Proposed Change of Company Name

The Proposed Change of Company Name is subject to the fulfillment of the following conditions:

• (a) the passing of a special resolution by the Shareholders at the Extraordinary General Meeting to consider, and if thought fit, approve the Proposed Change of Company Name; and

• (b) the Registrar of Companies in the Cayman Islands having approved the Proposed Change of Company Name by issuing a certificate of incorporation on change of name.

Subject to the satisfaction of the conditions set out above, the Proposed Change of Company Name will take effect from the date on which the Registrar of Companies in the Cayman Islands enters the new English name and dual foreign name in Chinese of the Company in place of the current English name and the dual foreign name in Chinese of the Company on the register of companies and issues a certificate of incorporation on change of name. The Company will then carry out the necessary filing procedures with the Registrar of Companies in Hong Kong pursuant to Part 16 of the Companies Ordinance (Chapter 622 of the Laws of Hong Kong).

Reasons for the Proposed Change of Company Name

The Board considers that the proposed new names of the Company will better reflect the Company’s strategic business plan to seek business opportunities in different business segments in the future and its direction of future development. The Board is of the opinion that the proposed new names of the Company can provide the Company with a more appropriate corporate image and identity which will benefit the Company’s future business development, and is thus in the best interests of the Company and the Shareholders as a whole.

Effects of the Proposed Change of Company Name

The Proposed Change of Company Name will not affect any of the rights of the Shareholders or the Company’s daily business operation and its financial position.

All existing share certificates in issue bearing the Company’s existing names shall continue to be evidence of legal title to the shares of the Company and valid for trading, settlement, registration and delivery purposes. Accordingly, there will not be any arrangement for free exchange of existing share certificates for new share certificates bearing the new names of the Company. Once the Proposed Change of Company Name becomes effective, share certificates of the Company will be issued in the new names of the Company and the shares of the Company will be traded on the GEM under the new names.

4

LETTER FROM THE BOARD

In addition, subject to confirmation by the Stock Exchange, the English and Chinese stock short names of the Company for trading of the Shares on the GEM will also be changed upon the Proposed Change of Company Name becoming effective.

3. PROPOSED ADOPTION OF THE NEW MEMORANDUM AND ARTICLES OF ASSOCIATION

The Board proposes to adopt the New Memorandum and Articles of Association to, amongst others, (i) reflect the Proposed Change of Company Name, and (ii) comply with other relevant changes to the applicable laws of the Cayman Islands. A summary of the Proposed Amendments is set out in Appendix I to this circular. The Chinese translation of the New Memorandum and Articles of Association is for reference only. In case of any discrepancy or inconsistency between the English version and its Chinese translation, the English version shall prevail.

The Proposed Amendments and the proposed adoption of the New Memorandum and Articles of Association are subject to the approval of the Shareholders by way of a special resolution and the passing of the special resolution approving the Proposed Change of Company Name by the Shareholders at the Extraordinary General Meeting. If the Proposed Change of Company Name and the proposed adoption of the New Memorandum and Articles of Association are approved, the New Memorandum and Articles of Association will take effect from the date on which the Registrar of Companies in the Cayman Islands enters the new English name and dual foreign name in Chinese of the Company in place of the current names of the Company on the register of companies and issues a certificate of incorporation on change of name.

The Company has been advised by its legal advisers that the Proposed Amendments conform with the requirements of the GEM Listing Rules and the laws of the Cayman Islands, respectively. The Company also confirms that there is nothing unusual about the New Memorandum and Articles of Association for a company listed in Hong Kong. The Board proposes to put forward to the Shareholders for approval at the Extraordinary General Meeting a special resolution to adopt the New Memorandum and Articles of Association.

5

LETTER FROM THE BOARD

4. EXTRAORDINARY GENERAL MEETING AND PROXY ARRANGEMENT

Set out on pages EGM-1 to EGM-3 of this circular is the Notice containing, among other things, the special resolutions in relation to the Proposed Change of Company Name and the Proposed Amendments and proposed adoption of the New Memorandum and Articles of Association.

The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge, information and belief, no Shareholder is required to abstain from voting on the resolutions to be proposed at the Extraordinary General Meeting.

A form of proxy for use in connection with the Extraordinary General Meeting is enclosed with this circular and such form of proxy is also published on the website of the Stock Exchange at www.hkexnews.hk and the Company’s website at www.nichetech.com.hk. Whether or not you are able or intend to attend the Extraordinary General Meeting, you are requested to complete and return the enclosed form of proxy in accordance with the instructions printed thereon to the Company’s branch share registrar and transfer office in Hong Kong, Boardroom Share Registrars (HK) Limited, at 2103B, 21/F, 148 Electric Road, North Point, Hong Kong as soon as possible and in any event not later than 48 hours before the time appointed for holding the Extraordinary General Meeting or its adjournment. Completion and return of the form of proxy shall not preclude you from attending and voting in person at the Extraordinary General Meeting or its adjournment should you so wish. If you attend and vote at the Extraordinary General Meeting, the authority of your proxy will be revoked.

5. VOTING BY POLL AT GENERAL MEETINGS

Pursuant to Rule 17.47(4) of the GEM Listing Rules, any vote of Shareholders at a general meeting must be taken by poll except where the chairman of the meeting, in good faith and in compliance with the GEM Listing Rules, decides to allow a resolution which relates purely a procedural or administrative matter to be voted on by a show of hands. Therefore, each resolution set out in the Notice which is put to vote at the Extraordinary General Meeting shall be decided by poll.

On a poll, every Shareholder present in person or by proxy or, in the case of a Shareholder being corporation, by its duly authorised representative, shall have one vote for every fully paid Share of which he/she/it is the holder. A Shareholder entitled to more than one vote need not use all his/her/its votes or cast all the votes he/she/it uses in the same way.

The Company will appoint scrutineers to handle vote-taking procedures at the Extraordinary General Meeting. The results of the poll will be published on the website of the Stock Exchange at www.hkexnews.hk and the Company’s website at www.nichetech.com.hk as soon as possible after the conclusion of the Extraordinary General Meeting.

6

LETTER FROM THE BOARD

6. CLOSURE OF REGISTER OF MEMBERS

For determining the entitlement to attend and vote at the Extraordinary General Meeting, the register of members of the Company will be closed from Tuesday, 30 August 2022 to Monday, 5 September 2022, both dates inclusive, during which period no transfer of Shares will be registered. In order to be eligible to attend and vote at the Extraordinary General Meeting, all properly completed transfer documents accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar and transfer office in Hong Kong, Boardroom Share Registrars (HK) Limited, at 2103B, 21/F, 148 Electric Road, North Point, Hong Kong for registration not later than 4:30 p.m. on Monday, 29 August 2022.

7. RESPONSIBILITY STATEMENT

This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Group. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief, the information contained in this circular is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this circular misleading.

8. RECOMMENDATION

The Directors consider that each of the resolutions contained in the Notice is in the best interests of the Company and the Shareholders as a whole. Accordingly, the Board recommends all Shareholders to vote in favour of all the resolutions to be proposed at the Extraordinary General Meeting.

9. GENERAL

Your attention is drawn to the information set out in the appendices to this circular.

Yours faithfully, By Order of the Board Niche-Tech Group Limited Chow Bok Hin Felix

Executive Chairman and Executive Director

7

APPENDIX I

PROPOSED AMENDMENTS TO THE EXISTING MEMORANDUM AND ARTICLES OF ASSOCIATION

The following are the Proposed Amendments brought about by the adoption of the New Memorandum and Articles of Association. Unless otherwise specified, clauses, paragraphs, clause numbers and article numbers referred to herein are clauses, paragraphs, clause numbers and article numbers of the Existing Memorandum and Articles of Association.

• (1) Replacing all references to “Niche-Tech Group Limited” wherever they may appear with “Niche-Tech Semiconductor Materials Limited” and replacing all references to “駿碼科技集 團有限公司” wherever they may appear with “駿碼半導體材料有限公司”; and

• (2) Adding a new article 197 immediately after article 196 of the Existing Memorandum and Articles of Association as following:-

“FINANCIAL YEAR

• 197 Unless otherwise determined by the Directors, the financial year end of the Company shall be 31st day of December in each year.”

I-1

NOTICE OF EXTRAORDINARY GENERAL MEETING

NICHE-TECH GROUP LIMITED 駿碼科技集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8490)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the extraordinary general meeting (the “ Extraordinary General Meeting ”) of Niche-Tech Group Limited (the “ Company ”) will be held at Unit 208, 2/F, Lakeside 1, Phase Two, Hong Kong Science Park, Pak Shek Kok, New Territories, Hong Kong on Monday, 5 September 2022 at 4:00 p.m. for the following purposes:

SPECIAL RESOLUTIONS

To consider and, if thought fit, to pass the following resolutions as special resolutions of the Company:

1. “ THAT subject to and conditional upon the approval of the Registrar of Companies of the Cayman Islands being obtained, the English name of the Company be changed from “NicheTech Group Limited” to “Niche-Tech Semiconductor Materials Limited” and the dual foreign name in Chinese of the Company be changed from “駿碼科技集團有限公司” to “駿 碼半導體材料有限公司” (the “ Proposed Change of Company Name ”) with effect from the date on which the new English name and dual foreign name in Chinese of the Company are registered and a certificate of incorporation on change of name is issued by the Registrar of Companies of the Cayman Islands; and any one director of the Company be and is hereby authorised to do all such acts and things and execute all documents or make such arrangement as he/she may in his/her absolute discretion consider necessary or expedient to effect the Proposed Change of Company Name for and on behalf of the Company.”

2. “ THAT subject to the passing of the special resolution no. 1 as set out in this notice and the new English name and dual foreign name in Chinese of the Company being entered in the register of companies of the Cayman Islands and a certificate of incorporation on change of name being issued by the Registrar of Companies of the Cayman Islands, the third amended and restated memorandum and articles of association of the Company (the “ New Memorandum and Articles of Association ”), a copy of which has been produced to this meeting and marked “A” and signed by the chairman of the Extraordinary General Meeting for the purposes of identification, be approved and adopted in substitution their entirety and to the exclusion of, the second amended and restated memorandum and articles of association of the Company with effect from the date on which the Registrar of Companies of the Cayman Islands enters the new English name and dual foreign name in Chinese of the Company in place of the current English name and dual foreign name in Chinese of the Company on the register of companies of the Cayman Islands and issues a certificate of

EGM-1

NOTICE OF EXTRAORDINARY GENERAL MEETING

incorporation on change of name; and that any one director of the Company be and is hereby authorised to do all such acts and things and execute all documents or make such arrangement as he/she may in his/her absolute discretion consider necessary or expedient to implement the adoption of the New Memorandum and Articles of Association for and on behalf of the Company.”

By Order of the Board Niche-Tech Group Limited Chow Bok Hin Felix

Executive Chairman and Executive Director

Hong Kong, 13 August 2022

Registered Office: Headquarters and Principal Place of Windward 3, Regatta Office Park Business in Hong Kong: P.O. Box 1350 Unit 208, 2/F, Lakeside 1, Phase Two Grand Cayman KY1-1108 Cayman Islands Hong Kong Science Park, Pak Shek Kok New Territories, Hong Kong

Notes:

• 1 All resolutions at the Extraordinary General Meeting will be taken by poll (except where the chairman decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands) pursuant to the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited. The results of the poll will be published on the website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk and the Company’s website at www.nichetech.com.hk in accordance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited.

• 2 Any shareholder of the Company entitled to attend and vote at the Extraordinary General Meeting is entitled to appoint another person (who must be an individual) as his proxy to attend and vote instead of him and a proxy so appointed shall have the same right as the shareholder to speak at the meeting. A proxy need not be a shareholder of the Company. A shareholder of the Company who is the holder of two or more Shares may appoint more than one proxy to represent him and vote on his behalf at the meeting. If more than one proxy is appointed, the number of Shares in respect of which each such proxy so appointed must be specified in the relevant form of proxy.

• 3 A form of proxy for use at the Extraordinary General Meeting is enclosed with the circular of the Company dated 13 August 2022. 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 notarially certified copy of that power of attorney or authority, must be deposited at the Company’s branch share registrar and transfer office in Hong Kong, Boardroom Share Registrars (HK) Limited at 2103B, 21/F, 148 Electric Road, North Point, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for the holding of the Extraordinary General Meeting or any adjournment thereof.

• 4 Completion and delivery of the form of proxy will not preclude a shareholder of the Company from attending and voting in person at the Extraordinary General Meeting or any adjournment thereof should they so wish, and in such event, the instrument appointing a proxy shall be deemed to be revoked.

• 5 Where there are joint holders of any shares of the Company, any one of such joint holder may vote, either in person or by proxy, in respect of such shares as if he were solely entitled to vote, but if more than one of such joint holders are present at the Extraordinary General Meeting, the most senior holder shall alone be entitled to vote, whether in person or by proxy. For this purpose, seniority shall be determined by the order in which the names of the joint holders stand on the register of members of the Company in respect of the joint holding.

EGM-2

NOTICE OF EXTRAORDINARY GENERAL MEETING

• 6 For determining the entitlement to attend and vote at the Extraordinary General Meeting, the register of members of the Company will be closed from Tuesday, 30 August 2022 to Monday, 5 September 2022, both dates inclusive, during which period no transfer of shares of the Company will be effected. In order to be eligible to attend and vote at the Extraordinary General Meeting, unregistered holders of shares of the Company shall ensure that all transfer documents accompanied by the relevant share certificates are lodged with the Company’s branch share registrar and transfer office in Hong Kong, Boardroom Share Registrars (HK) Limited, at 2103B, 21/F, 148 Electric Road, North Point, Hong Kong for registration not later than 4:30 p.m. on Monday, 29 August 2022.

• 7 For prevention and control of the spread of the coronavirus disease (COVID-19) pandemic at the Extraordinary General Meeting, the Company will implement the following precautionary measures, including but not limited to:

• compulsory body temperature checks for each attendee;

• compulsory wearing of surgical face masks throughout the meeting by each attendee;

• no refreshments or drinks will be served, and no gifts will be distributed; and

• signing of health declaration form before admission to the meeting venue.

Any person who does not comply with the precautionary measures may be denied entry into the Extraordinary General Meeting venue.

The Company reserves the right to deny entry to the physical venue of the Extraordinary General Meeting should such attendance by the Shareholders in person would contravene the applicable laws in Hong Kong.

• 8 In light of the continuing risks posed by COVID-19, the Company strongly recommends its shareholders to appoint the chairman of the Extraordinary General Meeting as their proxy to vote according to their indicated voting instructions as an alternative to attending the Extraordinary General Meeting in person.

• 9 Subject to the development of COVID-19, the Company may implement further changes to the arrangement of the Extraordinary General Meeting and precautionary measures and may issue further announcement on such measures as appropriate.

• 10 If typhoon signal no. 8 or above, or a “black” rainstorm warning, or extreme conditions caused by a super typhoon as announced by the government of Hong Kong is in force at 1:00 p.m. on the date of the Extraordinary General Meeting, the Extraordinary General Meeting will be postponed. The Company will post an announcement on the website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk and the Company’s website at www.nichetech.com.hk to notify shareholders of the Company of the date, time and place of the rescheduled Extraordinary General Meeting.

As at the date of this notice, the executive directors of the Company are Mr. Chow Bok Hin Felix, Professor Chow Chun Kay Stephen and Mr. Shi Yiwu; the non-executive director of the Company is Mr. Li Chiu Fan; and the independent non-executive directors of the Company are Professor Ng Wang Wai Charles, Mr. Tai Chun Kit and Mr. Poon Lai Yin Michael.

This notice, for which the directors of the Company collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the Company. The directors of the Company, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this notice is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this notice misleading.

This notice will remain on the “Latest Listed Company Information” page of the website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk for a minimum period of seven days from the date of its publication. This notice will also be published on the Company’s website at www.nichetech.com.hk.

EGM-3