Onewo Inc. — Declaration of Voting Results & Voting Rights Announcements 2023

Jun 16, 2023

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

Onewo Inc. 萬物雲空間科技服務股份有限公司

(A joint stock company incorporated in the People’s Republic of China with limited liability)

(STOCK CODE: 2602)

POLL RESULTS OF THE 2022 ANNUAL GENERAL MEETING, THE CLASS MEETING OF DOMESTIC SHAREHOLDERS AND UNLISTED FOREIGN SHAREHOLDERS AND THE CLASS MEETING OF H SHAREHOLDERS AND FURTHER INFORMATION ON THE PAYMENT OF 2022 FINAL DIVIDEND

Reference is hereby made to (i) the circular dated May 25, 2023 (the “ Circular ”) of Onewo Inc. (the “ Company ”) ; and (ii) the notices of the annual general meeting of the Company, the class meeting of domestic shareholders and unlisted foreign shareholders of the Company and the class meeting of H shareholders of the Company dated May 25, 2023. Unless the context otherwise requires, capitalized terms used in this announcement shall have the same meanings as defined in the Circular.

To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, no Shareholder is required under the Listing Rules to abstain from voting on any resolution at the Annual General Meeting, the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders and the Class Meeting of H Shareholders (collectively, the “ Meetings ”). There were no Shares entitling their holders to attend and abstain from voting in favor of any resolution at the Meetings in accordance with Rule 13.40 of the Listing Rules. None of the Shareholders has stated his/her/its intention in the Circular to vote against or to abstain from voting on any resolution at the Meetings.

Tricor Investor Services Limited, the Company’s H share registrar, acted as the scrutineer for the vote-taking at the Annual General Meeting, the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders and the Class Meeting of H Shareholders, respectively. The Meetings were convened in compliance with the Company Law of the People’s Republic of China and the Articles of Association.

Mr. Zhu Baoquan, being the Chairman and executive Director of the Company, Mr. He Shuhua, being the executive Director, Ms. Law Elizabeth and Mr. Song Yunfeng, being the independent non-executive Directors, attended the Meetings in person; Mr. Wang Wenjin, Mr. Zhang Xu, Mr. Sun Jia, Mr. Zhou Qi, Mr. Yao Jinbo, being the non-executive Directors, and Mr. Chen Yuyu and Mr. Shen Haipeng, being the independent non-executive Directors, did not attend the Meetings due to other business engagements.

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Poll Results of the Annual General Meeting

The Annual General Meeting of the Company was held on Friday, June 16, 2023 at 9:00 a.m. at the Conference Hall, 1st Floor, Meilin Vanke Centre, No. 63 Meilin Road, Futian District, Shenzhen, the PRC. As at the date of the Annual General Meeting, the total number of issued shares of the Company was 1,178,468,700 Shares (comprising 720,378,000 Domestic Shares, 330,042,000 Unlisted Foreign Shares and 128,048,700 H Shares), being the number of shares entitling the Shareholders to attend and vote for or against any resolution proposed at the Annual General Meeting. At the Annual General Meeting, a total of 1,114,910,143 Shares were represented by the Shareholders present in person or by proxies authorized by the Shareholders, representing 94.61% of the total number of Shares entitling Shareholders to attend and vote for or against the resolutions proposed at the Annual General Meeting, of which the holders representing 1,102,887,943 Shares had appointed Mr. Zhu Baoquan, the chairman of the Annual General Meeting, to vote on their behalves at the Annual General Meeting.

Mr. Zhu Baoquan presided over the Annual General Meeting. The following resolutions were considered and adopted and approved by poll by the Shareholders present in person or by proxies authorized by the Shareholders:

considered and adopted and approved by poll by authorized by the Shareholders:	considered and adopted and approved by poll by authorized by the Shareholders:	the Shareholders present in person or by proxies	the Shareholders present in person or by proxies	the Shareholders present in person or by proxies
Ordinary Resolutions		No. of votes (approximate %)#
		For	Against	Abstain
1.	To consider and approve the Annual Report for 2022 of the Company.	1,114,894,843 (99.9986%)	0 (0.0000%)	15,300 (0.0014%)
2.	To consider and approve the report of the Board of Directors for 2022 of the Company.	1,114,894,843 (99.9986%)	0 (0.0000%)	15,300 (0.0014%)
3.	To consider and approve the report of the Board of Supervisors for 2022 of the Company.	1,114,894,843 (99.9986%)	0 (0.0000%)	15,300 (0.0014%)
4.	To consider and approve the financial report for 2022 of the Company.	1,114,894,843 (99.9986%)	0 (0.0000%)	15,300 (0.0014%)
5.	To consider and approve the proposed profit distribution plan for 2022 of the Company.	1,114,850,343 (99.9946%)	44,500 (0.0040%)	15,300 (0.0014%)
6.	To consider and approve the proposed emoluments of Directors of the Company.	1,114,894,843 (99.9986%)	0 (0.0000%)	15,300 (0.0014%)
7.	To consider and approve the proposed emoluments of Supervisors of the Company.	1,114,894,843 (99.9986%)	0 (0.0000%)	15,300 (0.0014%)
8.	To consider and approve the proposed reappointment of the auditor for 2023.	1,113,357,243 (99.8607%)	1,537,600 (0.1379%)	15,300 (0.0014%)

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Special Resolutions	Special Resolutions	No. of votes (approximate %)#	No. of votes (approximate %)#	No. of votes (approximate %)#
		For	Against	Abstain
9.	To consider and approve the proposed grant of general mandate to the Board of Directors of the Company to issue additional H Shares.	1,059,785,374 (95.0556%)	55,109,469 (4.9430%)	15,300 (0.0014%)
10.	To consider and approve the proposed grant of general mandate to the Board of Directors of the Company to repurchase H Shares.	1,093,781,843 (98.1049%)	21,113,000 (1.8937%)	15,300 (0.0014%)

Determined by the total number of votes cast on each relevant resolution

As more than half of the votes were cast in favor of each of the resolutions numbered 1 to 8, the above resolutions were duly passed as ordinary resolutions. As more than two-thirds of the votes were cast in favor of each of the resolutions numbered 9 and 10, the above resolutions were duly passed as special resolutions.

Poll Results of the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders

The Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders of the Company was held at 10:40 a.m. on Friday, June 16, 2023 at the Conference Hall, 1st Floor, Meilin Vanke Centre, No. 63 Meilin Road, Futian District, Shenzhen, the PRC. As at the date of the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders, the total number of issued Domestic Shares and Unlisted Foreign Shares of the Company were 720,378,000 shares and 330,042,000 shares respectively, being the number of Domestic Shares and Unlisted Foreign Shares entitling the holders of Domestic Shares and Unlisted Foreign Shares to attend and vote for or against any resolution proposed at the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders. At the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders, a total of 1,050,420,000 Domestic Shares and Unlisted Foreign Shares were represented by the holders of Domestic Shares and Unlisted Foreign Shares present in person or by proxies authorized by the holders of Domestic Shares and the Unlisted Foreign Shares, representing 100% of the total number of Domestic Shares and Unlisted Foreign Shares entitling the holders of Domestic Shares and the Unlisted Foreign Shares to attend and vote for or against the resolutions proposed at the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders, of which the holders of Domestic Shares and Unlisted Foreign Shares representing 1,041,630,000 Domestic Shares and Unlisted Foreign Shares had appointed Mr. Zhu Baoquan, the chairman of the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders, to vote on their behalves at the Class Meeting of the Domestic Shareholders and the Unlisted Foreign Shareholders.

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Mr. Zhu Baoquan presided over the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders. The following resolutions were considered and adopted and approved by poll by the holders of Domestic Shares and Unlisted Foreign Shares present in person or by proxies authorized by the holders of Domestic Shares and Unlisted Foreign Shares:

Special Resolutions	Special Resolutions	No. of votes (approximate %)#	No. of votes (approximate %)#	No. of votes (approximate %)#
		For	Against	Abstain
1.	To consider and approve the proposed grant of general mandate to the Board of Directors of the Company to issue additional H Shares.(Note 1)
2.	To consider and approve the proposed grant of general mandate to the Board of Directors of the Company to repurchase H Shares.	1,029,307,000 (97.9900%)	21,113,000 (2.0100%)	0 (0.0000%)

Determined by the total number of votes cast on each relevant resolution

• Note 1: According to Article 93(I) of the Articles of Association, as special resolution 1 has been approved by the Shareholders at the Annual General Meeting, no approval was required separately by the shareholders at the Class Meetings. Special resolution 1 was therefore not applicable and was not put forward, and no poll or votes casted was conducted or counted for the resolution at the Class Meeting of Domestic Shareholders and Unlisted Foreign Shareholders.

As more than two-thirds of the votes were cast in favor of the resolution numbered 2, the resolution was duly passed as a special resolution.

Poll Results of the Class Meeting of H Shareholders

The Class Meeting of H Shareholders of the Company was held at 10:50 a.m. on Friday, June 16, 2023 at the Conference Hall, 1st Floor, Meilin Vanke Centre, No. 63 Meilin Road, Futian District, Shenzhen, the PRC. As at the date of the Class Meeting of H Shareholders, the total number of issued H Shares of the Company were 128,048,700 shares, being the number of H Shares entitling the H Shareholders to attend and vote for or against any resolution proposed at the Class Meeting of H Shareholders. At the Class Meeting of H Shareholders, a total of 82,288,054 H Shares were represented by the H Shareholders present in person or by proxies authorized by the H Shareholders, representing 64.26% of the total number of H Shares entitling the H Shareholders to attend and vote for or against the resolutions proposed at the Class Meeting of H Shareholders, of which the H Shareholders representing 79,082,054 H Shares had appointed Mr. Zhu Baoquan, the chairman of the Class Meeting of H Shareholders, to vote on their behalves at the Class Meeting of H Shareholders.

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Mr. Zhu Baoquan presided over the Class Meeting of H Shareholders. The following resolutions were considered and adopted and approved by poll by the H Shareholders present in person or by proxies authorized by the H Shareholders:

proxies authorized by the H Shareholders:	proxies authorized by the H Shareholders:
Special Resolutions		No. of votes (approximate %)#
		For	Against	Abstain
1.	To consider and approve the proposed grant of general mandate to the Board of Directors of the Company to issue additional H Shares.(Note 1)
2.	To consider and approve the proposed grant of general mandate to the Board of Directors of the Company to repurchase H Shares.	82,272,754 (99.9814%)	0 (0.0000%)	15,300 (0.0186%)

Determined by the total number of votes cast on each relevant resolution

• Note 1: According to Article 93(I) of the Articles of Association, as special resolution 1 has been approved by the Shareholders at the Annual General Meeting, no approval was required separately by the shareholders at the Class Meetings. Special resolution 1 was therefore not applicable and was not put forward, and no poll or votes casted was conducted or counted for the resolution at the Class Meeting of H Shareholders.

As more than two-thirds of the votes were cast in favor of the resolution numbered 2, the resolution was duly passed as a special resolution.

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Further Information on the Payment of the 2022 Final Dividend

The 2022 Final Dividend of RMB0.241 per Share (tax inclusive) for the year ended December 31, 2022 has been approved by the Shareholders at the Annual General Meeting. For the payment of dividends, dividends will be declared and paid in RMB for the holders of Domestic Shares and Unlisted Foreign Shares and declared in RMB but paid in Hong Kong dollars for the H Shareholders. The actual amount of the 2022 Final Dividend to be paid to the H Shareholders in Hong Kong dollars is calculated based on the arithmetic average of the central parity rate of Hong Kong dollars against RMB on the interbank foreign exchange market as announced by the China Foreign Exchange Trade System authorized by the People’s Bank of China for the five working days prior to the convening of the Annual General Meeting (June 16, 2023) (including the date of the Annual General Meeting). The applicable exchange rate in respect of the payment of the 2022 Final Dividend is accordingly determined as HK$1 to RMB0.91197. Therefore, the 2022 Final Dividend of HK$0.26426 per H Share (tax inclusive) of the Company is expected to be paid on or around July 7, 2023 to Shareholders whose names appear on the register of members of the Company on June 26, 2023. The Company will comply with the tax withholding obligations under the relevant PRC tax laws and regulations.

By order of the Board Onewo Inc. Zhu Baoquan Chairman, executive Director and general manager

Shenzhen, the PRC, June 16, 2023

As at the date of this announcement, the Board of Directors of the Company comprises Mr. Zhu Baoquan as Chairman and executive Director; Mr. He Shuhua as executive Director; Mr. Wang Wenjin, Mr. Zhang Xu, Mr. Sun Jia, Mr. Zhou Qi and Mr. Yao Jinbo as non-executive Directors; Ms. Law Elizabeth, Mr. Chen Yuyu, Mr. Shen Haipeng and Mr. Song Yunfeng as independent non-executive Directors.

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