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Ningbo Joyson Electronic Corp. — Proxy Solicitation & Information Statement 2025
Dec 5, 2025
49404_rns_2025-12-05_2c0e71df-bff2-4ffb-ae82-6ddcaad6070e.pdf
Proxy Solicitation & Information Statement
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5
均胜电子
JOYSON ELECTRONICS
NINGBO JOYSON ELECTRONIC CORP.
寧波均勝電子股份有限公司
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 0699)
Proxy Form for the 2025 First Extraordinary General Meeting to be Held on Wednesday, December 24, 2025
| No. of H shares to which this form of proxy relates¹ | |
|---|---|
I/We²
of
being the registered holder(s) of _____ H Shares³
of RMB1.00 each in the share capital of Ningbo Joyson Electronic Corp. (the “Company”), hereby appoint the Chairman of
the Meeting or⁴
of
to act as my/our proxy to attend and vote for and on my/our behalf in respect of the resolutions set out in the notice of the 2025 first extraordinary general meeting (and any adjournment thereof) of the Company (the “2025 First EGM”) to be held at 9:30 a.m. on Wednesday, December 24, 2025 at No. 99 Qingyi Road, High tech District, Ningbo, Zhejiang Province, to consider and, if thought fit, pass the resolutions referred to in the notice of the 2025 First EGM, and to vote on my/our behalf and in my/our name(s) at the 2025 First EGM and at any adjournment thereof in respect of the resolutions as indicated below. Unless otherwise defined, capitalized terms used in this form of proxy shall have the same meanings as those defined in the circular of the Company dated December 5, 2025 containing details of the following resolutions.
| SPECIAL RESOLUTIONS | FOR⁵ | AGAINST⁵ | ABSTAIN⁵ | |
|---|---|---|---|---|
| 1. | Resolution on Alteration of the Company’s Registered Capital and Amendments to the Articles of Association | |||
| 2. | Resolution on Abolition of the Supervisory Committee and Other Matters and Amendments to the Articles of Association | |||
| 3. | Resolution on Amendments to the Rules of Procedure for General Meeting of the Company | |||
| 4. | Resolution on Amendments to the Rules of Procedure for Board of Directors of the Company | |||
| ORDINARY RESOLUTIONS | FOR⁵ | AGAINST⁵ | ABSTAIN⁵ | |
| 5. | Resolution on Amendments to the Independent Director System of the Company | |||
| 6. | Resolution on Amendments to the Measures for Management of Related-party Transactions of the Company | |||
| 7. | Resolution on Amendments to the Regulations on Management of Raised Funds of the Company | |||
| 8. | Resolution on Amendments to the System for Appointment of Accounting Firm of the Company | |||
| 9. | Resolution on Amendments to the System for Management of External Guarantees of the Company | |||
| 10. | Resolution on Provision of Guarantees Among Subsidiaries |
Date: _____ 2025
Signature(s)⁶
Notes:
-
Please insert the number of H Shares registered in your name(s) to which this form of proxy relates. If a number is inserted, this form of proxy will be deemed to relate only to those H Shares. If no number is inserted, this form of proxy will be deemed to relate to all H Shares of the Company registered in your name(s).
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Please insert the full name(s) and address(es) as shown in the register of members of the Company (which must be the same as that shown in the register of members of the Company) in BLOCK CAPITALS.
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Please insert the number of H Shares registered in your name(s).
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If you wish to appoint any person other than the “Chairman of the Meeting” as your proxy, please delete the words “the Chairman of the Meeting or” and insert the name and address of the proxy you intend to appoint. A shareholder may appoint one or more proxies to attend and vote on his/her behalf. A proxy needs not be a shareholder of the Company. Any alterations made in this form of proxy should be initiated by the person who signs it.
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Important: If you wish to vote for a resolution, place a “#” in the box marked “For” or insert the number of H Share(s) you hold. If you wish to vote against a resolution, place a “#” in the box marked “Against” or insert the number of H Share(s) you hold. If you wish to abstain from voting on a resolution, place a “#” in the box marked “Abstain” or insert the number of H Share(s) you hold. Shares abstained will be counted in the calculation of the voting results for such resolution. Any vote which is not filled or filled wrongly or with unrecognizable writing or not cast will be counted as “Abstained”. Failure to complete the box will entitle your proxy to vote on your behalf at his/her discretion. Unless otherwise indicated in this form of proxy, your proxy will also be entitled to vote at his/her discretion on any other resolution properly put to the 2025 First EGM other than those contained in the notice convening the 2025 First EGM.
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This form of proxy must be signed by you or your attorney duly authorized in writing, or in case of a corporation, must be either executed under the common seal or under the hand of a director or a duly authorized attorney. In cases of joint holders, this form of proxy must be signed by the joint holder whose name stands first on the register of members of the Company.
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To be valid, this form of proxy together with any notarized copy of the power of attorney or other authorization documents must be deposited, no less than 24 hours before the time appointed for the holding of the 2025 First EGM or any of its adjourned meetings (i.e. by 9:30 a.m. on Tuesday, December 23, 2025) at the Company’s H Share Registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong.
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Where there are joint holders of H Shares, any one of such persons may vote at the 2025 First EGM, either personally or by proxy, in respect of such H Shares as if he/she was solely entitled thereto. However, if more than one of such joint holders is present at the 2025 First EGM, either personally or by proxy, then one of the said persons so present whose name stands first in the register of members in respect of such H Shares shall alone be entitled to vote in respect thereof. A proxy needs not be a shareholder of the Company. In the event that a Shareholder appoints more than one proxies to attend the 2025 First EGM, such proxies may only exercise their voting rights according to their H Shares in a poll.
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Shareholders are reminded that completion and return of this form of proxy will not preclude them from attending and voting in person at the 2025 First EGM or any adjournment thereof, in which case this form of proxy shall be deemed to have been revoked.