RoboSense Technology Co., Ltd - Proxy Solicitation & Information Statement 2021

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, registered institution in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Luoyang Glass Company Limited *, you should at once hand this circular to the purchaser(s) or the transferee(s) or to the bank, licensed securities dealer, registered institution in securities or other agent through whom the sale or the transfer was effected for transmission to the purchaser(s) or the transferee(s).

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.

This circular appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of Luoyang Glass Company Limited*.

＊

(1) CAPITAL INCREASE IN WHOLLY-OWNED SUBSIDIARIES;

(2) AMENDMENTS TO THE ARTICLES OF ASSOCIATION; AND

(3) AMENDMENTS TO THE RULES OF PROCEDURE FOR GENERAL MEETINGS

Unless the context requires otherwise, capitalised terms used herein shall have the same meanings as those set out in the section headed “Definitions” of this circular.

A letter from the Board is set out on pages 1 to 12 of this circular.

A notice convening the EGM to be held at 9:00 a.m. on 18 October 2021 (Monday) at the conference room of the Company on 3rd Floor, No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the PRC is set out on pages EGM-1 to EGM-3 of this circular.

The forms of proxy for use at the EGM were despatched to the Shareholders and published on the website of The Stock Exchange of Hong Kong Limited (http://www.hkexnews.hk) on 23 September 2021. Whether or not you are able to attend the EGM in person, you are requested to complete and return the forms of proxy in accordance with the instructions printed thereon to the Company’s share registrar in Hong Kong, Hong Kong Registrars Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, or to the Company’s registered address at No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the PRC as soon as possible and in any event not less than 24 hours before the time appointed for holding of the EGM or any adjournment thereof. Completion and return of the forms of proxy will not preclude you from attending and voting in person at the EGM or any adjournment thereof should you so wish.

23 September 2021

For identification purposes only

CONTENTS

	Page
DEFINITIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	ii
LETTER FROM THE BOARD. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
NOTICE OF THE FOURTH EXTRAORDINARY GENERAL MEETING 2021. . . . . . . . . . .	EGM-1

– i –

DEFINITIONS

In this circular, unless otherwise specified, the following expressions shall have the following meanings:

“Articles of Association” the articles of association of the Company, as amended from time to time
“Board” the board of Directors of the Company
“Capital Increase”
the Company proposed to increase the capital of Hefei New Energy with the proceeds from the Non-public Issuance of A Shares of RMB600,000,000 and increase the capital of Tongcheng New Energy with the proceeds raised of RMB800,000,000. Upon the completion of the Capital Increase, the registered capital of Hefei New Energy will be increased from RMB268,000,000 to RMB868,000,000 and the registered capital of Tongcheng New Energy will be increased from RMB133,388,980 to RMB933,388,980
“Company” Luoyang Glass Company Limited* (洛陽玻璃股份有限公司), a joint stock limited company incorporated in the PRC with limited liability, the H Shares and A Shares of which are listed on the main board of the Stock Exchange (stock code: 1108) and the Shanghai Stock Exchange (stock code: 600876) respectively
“Director(s)” director(s) of the Company, including the independent nonexecutive director(s) of the Company
“EGM” the extraordinary general meeting of the Company to be convened at 9:00 a.m. on 18 October 2021 at the conference room of the Company on 3rd Floor, No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the PRC for the Shareholders to consider and approve, among other things, the (i) Capital Increase; (ii) proposed amendments to the Articles of Association; and (iii) amendments to the Rules of Procedure for General Meetings
“Hefei New Energy”
CNBM (Hefei) New Energy Co., Ltd.* (中建材(合肥)新能源有限公司), a company incorporated with limited liabilities under the laws of the PRC, and is a wholly-owned subsidiary of the Company
“Hong Kong”

the Hong Kong Special Administrative Region of the PRC

– ii –

DEFINITIONS

“Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange “Non-Public Issuance of A Shares” the non-public issuance of 97,134,531 A Shares which was completed by the Company on 18 August 2021, please refer to the announcement on results of non-public issuance of A shares and changes in share capital of the Company dated 19 August 2021 and the circular dated 24 February 2021 for details “PRC” the People’s Republic of China, for the purpose of this circular, excluding Hong Kong, the Macau Special Administrative Region of the PRC and Taiwan “RMB” Renminbi, the lawful currency of the PRC “Rules of Procedure for General the rules of procedure for general meetings of the Company Meetings” “Share(s)” ordinary share(s) of nominal value of RMB1.00 each in the share capital of the Company, including A Shares and H Shares “Shareholder(s)” the holder(s) of the Shares “Stock Exchange” The Stock Exchange of Hong Kong Limited “Tongcheng New Energy” CNBM (Tongcheng) New Energy Materials Co., Ltd.* (中國建材桐城新能源材料有限公司), a company incorporated with limited liabilities under the laws of the PRC, and is a wholly-owned subsidiary of the Company

– iii –

LETTER FROM THE BOARD

＊

Executive Directors:

Mr. Zhang Chong (Chairman) Mr. Xie Jun (Vice Chairman) Mr. Ma Yan (General Manager)

Mr. Wang Guoqiang

Mr. Zhang Rong

Registered and principal office:

No. 9 Tang Gong Zhong Lu Xigong District Luoyang Municipal Henan Province The PRC

Non-executive Directors:

Mr. Ren Hongcan

Mr. Chen Yong

Independent Non-executive Directors:

Mr. Jin Zhanping

Mr. Ye Shuhua

Mr. He Baofeng

Ms. Zhang Yajuan

23 September 2021

To the Shareholders

Dear Sir or Madam,

(1) CAPITAL INCREASE IN WHOLLY-OWNED SUBSIDIARIES;

(2) AMENDMENTS TO THE ARTICLES OF ASSOCIATION; AND

(3) AMENDMENTS TO THE RULES OF PROCEDURE FOR GENERAL MEETINGS

– 1 –

LETTER FROM THE BOARD

I. INTRODUCTION

References are made to the announcements of the Company dated 15 September 2021 regarding the capital increase in wholly-owned subsidiaries, the amendments to the Articles of the Association and amendments to the Rules of Procedure for General Meetings of the Company (the “ Announcements ”).

As disclosed in the Announcements, the Company proposed to increase the capital of Hefei New Energy and Tongcheng New Energy, both being wholly-owned subsidiaries of the Company, with the proceeds from the Non-Public Issuance of A Shares. As the amount of the Capital Increase exceeds 50% of the latest audited net assets of the Company, the Capital Increase is subject to the approval by the Shareholders at the EGM.

In accordance with the provisions on investor protection under the Securities Law of the People’s Republic of China which became effective on 1 March 2020, it is proposed to amend the Article 98 of the Articles of Association in relation to collecting voting rights from Shareholders publicly. Therefore, the Company proposes to amend the Articles of Association, and the resolution on the proposed amendments to the Articles of Association has been approved at the Board meeting, but it is subject to the approval by the Shareholders at the EGM.

In light of the proposed amendments to the Article 98 of the existing Articles of Association, the Rules of Procedure for General Meetings needs to be amended accordingly. The resolution on the amendments to the Rules of Procedure for General Meetings has been approved at the Board meeting, but it is subject to the approval by the Shareholders at the EGM.

II. CAPITAL INCREASE IN WHOLLY-OWNED SUBSIDIARIES

I. SUMMARY OF THE PROCEEDS RAISED AND CAPITAL INCREASE

The number of RMB-denominated ordinary shares (A Shares) issued under the Non-public Issuance is 97,134,531 shares, at an issue price of RMB20.59 per share and the aggregate proceeds raised amounted to RMB1,999,999,993.29, and the net proceeds raised amounted to RMB1,983,653,640.01 after deducting issuance costs of RMB16,346,353.28 (excluding the taxes).

The above-mentioned proceeds raised have been received on 5 August 2021, and have been audited by WUYIGE Certified Public Accountants LLP* (大信會計師事務所（特殊普通合夥)), which issued the “Verification Report” (WUYIGE Yan Zi [2021] No. 2-00042) (《驗資報告》(大信驗字[2021]第2-00042號)).

– 2 –

LETTER FROM THE BOARD

The Company has deposited the above-mentioned proceeds raised in a special account. According to the investment plan for the proceeds raised from the Non-public Issuance of A Shares, after deducting issuance costs, the net proceeds will be used for the following projects:

No. Project name

1 CNBM (Hefei) New Energy Company L i m i t e d * ( 中建材（合肥）新能源有限公司) Project of Photovoltaic Cell Packaging Material for Solar Equipment
2 CNBM (Tongcheng) New Energy Materials Company Limited* (中國建材桐城新能源材料有限公司 ) Phase I of the Project of Photovoltaic Cell Packaging Material for Solar Equipment

Proposed amount of proceeds to be Implementation utilized entity (RMB0’000) 60,000 Hefei New Energy 80,000 Tongcheng New Energy

3 Repayment of interest-bearing liabilities and replenishment of working capital

58,365.36 The Company

As Hefei New Energy and Tongcheng New Energy, both being the wholly-owned subsidiaries of the Company, are the project implementation entities of the proceeds raised from the Non-public Issuance of A Shares, the Company proposed to increase the capital of Hefei New Energy with the proceeds raised of RMB600,000,000 and increase the capital of Tongcheng New Energy with the proceeds raised of RMB800,000,000. Upon completion of the Capital Increase, the registered capital of Hefei New Energy will be increased from RMB268,000,000 to RMB868,000,000, and the registered capital of Tongcheng New Energy will be increased from RMB133,388,980 to RMB933,388,980. Upon completion of Capital Increase, Hefei New Energy and Tongcheng New Energy will still be the wholly-owned subsidiaries of the Company.

The Capital Increase has been considered and approved at the Board meeting held on 15 September 2021. The Capital Increase does not constitute a discloseable transaction or a connected transaction under the Listing Rules.

– 3 –

LETTER FROM THE BOARD

II. BASIC INFORMATION OF THE TARGETS OF THE CAPITAL INCREASE

1. Hefei New Energy

Enterprise type:

Limited Liability Company

Date of establishment: 4 March 2011

Registered capital: RMB268,000,000 Company address: No.601 Changning Avenue, Hi-tech Zone, Hefei City

Legal representative: Zhang Rong

Scope of business: Research and development, production, sale of solar photovoltaic glass and deep-processing glass; import and export of technologies; investment in enterprises related to the solar photovoltaic industry; import and export of various commodities and technologies of its own and on agency basis.

As at 31 December 2020, the audited total assets, total liabilities, net assets, operating income and net profit of Hefei New Energy in 2020 were RMB1,338,160,500, RMB839,706,900, RMB498,453,600, RMB1,103,173,300 and RMB125,800,500, respectively.

As at 30 June 2021, the total assets, total liabilities, net assets, operating income and net profit of Hefei New Energy were RMB1,622,010,400, RMB1,044,882,400, RMB577,128,000, RMB507,789,000 and RMB78,674,400, respectively.

– 4 –

LETTER FROM THE BOARD

2. Tongcheng New Energy

Enterprise type:

Limited Liability Company

Date of establishment: 24 December 2010

Registered capital: RMB133,388,980

Company address:

North Third Road, Tongcheng Economic and Technological Development Zone, Anqing City, Anhui Province

Legal representative:

Zhang Rong

Scope of business:

Research and development, production and sale of solar photovoltaic, solar thermal material, modules and auxiliary products material; import and export of products and technologies of its own and on agency basis (other than those restricted or prohibited by the state).

As at 31 December 2020, the audited total assets, total liabilities, net assets, operating income and net profit of Tongcheng New Energy in 2020 were RMB773,906,300, RMB436,243,500, RMB337,662,800, RMB466,012,800, and RMB88,468,000, respectively.

As at 30 June 2021, the total assets, total liabilities, net assets, operating income and net profit of Tongcheng New Energy were RMB1,257,142,700, RMB877,277,100, RMB379,865,600, RMB308,733,200 and RMB42,202,700, respectively.

– 5 –

LETTER FROM THE BOARD

III. PURPOSE OF THE CAPITAL INCREASE AND IMPACT ON THE COMPANY

The Capital Increase is to further improve the capital structure of Hefei New Energy and Tongcheng New Energy, and is conducive to ensuring the two projects of photovoltaic cell packaging material for solar equipment being completed and put into operation as soon as possible and achieving expected benefits. The use of proceeds is implemented through the Capital Increase to the wholly-owned subsidiaries by the Company, which does not involve any change or disguised change in the investment trend of the proceeds raised, and is in line with the plan for the use of proceeds raised, the business development objectives of the Company and the interests of all Shareholders.

IV. PROCEDURES FOR THE CONSIDERATION OF THE CAPITAL INCREASE

The Company convened the Board meeting on 15 September 2021, at which it was considered and approved, and agreed that the Company would increase the capital of Hefei New Energy and Tongcheng New Energy, the wholly-owned subsidiaries of the Company, with the proceeds from the Non-public Issuance of A Shares for the purpose of the implementation of investment projects funded by the proceeds raised. The Capital Increase does not constitute a discloseable transaction or a connected transaction under the Listing Rules.

As the amount of the Capital Increase exceeds 50% of the latest audited net assets of the Company, the Capital Increase to the wholly-owned subsidiaries is subject to the approval at the general meeting of the Company. The ordinary resolutions for approving the Capital Increase will be proposed at the EGM.

III. PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

– 6 –

LETTER FROM THE BOARD

The specific amendments to the Articles of Association are as follows:

Original Article 98:

A Shareholder (including proxy) when voting at a general meeting may exercise voting rights in accordance with the number of shares carrying the right to vote and each share shall have one vote. When material issues affecting the interests of minority investors are considered at the general meeting, the votes of minority investors shall be counted separately. The result of separate vote counting shall be disclosed publicly in a timely manner. The Company shall have no voting rights for the shares that it holds, which are not counted in the total number of shares with voting rights attending the general meeting.

The Board, independent Directors and Shareholders who meet the relevant required conditions may collect voting rights from Shareholders publicly. Information such as specific voting intention shall be disclosed adequately to the Shareholders from whom such voting rights are collected in the process of collection. It is prohibited to collect voting rights from Shareholders by paying consideration or de facto consideration. The Company shall not impose minimum shareholding requirement for the collection of voting rights.

Amended Article 98:

– 7 –

LETTER FROM THE BOARD

The Board, independent Directors and Shareholders holding more than one percent of the shares with voting rights or investor protection institutions established according to laws, administrative regulations or provisions of the securities regulatory authority under the State Council may act as soliciting parties, by themselves or authorize securities companies and securities service agency, to publicly request Shareholders of the Company to attend the general meeting and exercise the rights of Shareholders such as proposal and voting rights on behalf of them.

Where the rights of Shareholders are solicited in accordance with the requirements of the preceding paragraph, the soliciting parties shall disclose the solicitation documents, and the Company shall cooperate in this regard.

It is prohibited to publicly collect rights from Shareholders by paying consideration or de facto consideration.

The English version of the above articles of the Articles of Association is an unofficial translation of its Chinese version. In the event of any inconsistency, the Chinese version shall prevail.

The above proposed amendments to the Article 98 of the Articles of Association is subject to the consideration and approval of Shareholders at the EGM by way of a special resolution.

– 8 –

LETTER FROM THE BOARD

IV. AMENDMENTS TO THE RELEVANT ARTICLES OF THE RULES OF PROCEDURE FOR GENERAL MEETINGS OF THE COMPANY

In light of the proposed amendments to the Article 98 of the existing Articles of Association by the Company, the Rules of Procedure for General Meetings of the Company need to be amended accordingly. The specific amendments are as follows:

Original Article 48:

Amended Article 48:

– 9 –

LETTER FROM THE BOARD

It is prohibited to publicly collect rights from Shareholders by paying consideration or de facto consideration.

The English version of the above article of the Rules of Procedure for General Meetings is an unofficial translation of its Chinese version. In the event of any inconsistency, the Chinese version shall prevail.

The resolution on the amendments to the Rules of Procedure for General Meetings has been approved at the Board meeting, but it is subject to the approval by the Shareholders by way of an ordinary resolution at the EGM.

V. EGM

The Company will convene the EGM for the purposes of, among other things, seeking the Shareholders’ approval for, among other things, the Capital Increase, the proposed amendments to the Articles of Association and the amendments to the Rules of Procedure for General Meetings. At the EGM, voting on the proposed resolutions will be conducted by way of poll.

The notice for convening the EGM to be held at 9:00 a.m. on 18 October 2021 (Monday) at the conference room of the Company on 3rd Floor, No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the PRC, which was published by the Company on 23 September 2021, is set out on pages EGM-1 to EGM-3 of this circular.

– 10 –

LETTER FROM THE BOARD

The forms of proxy for use at the EGM will be despatched to the Shareholders on 23 September 2021 and published on the website of the Stock Exchange (http://www.hkexnews.hk). Whether or not you are able to attend the EGM in person, you are requested to complete and return the forms of proxy in accordance with the instructions printed thereon to the Company’s share registrar in Hong Kong, Hong Kong Registrars Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, or to the Company’s registered address at No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the PRC as soon as possible and in any event not less than 24 hours before the time appointed for holding of the EGM or any adjournment thereof. Completion and return of the forms of proxy will not preclude you from attending and voting in person at the EGM or any adjournment thereof should you so wish.

VI. RECOMMENDATIONS

The Board is of the view that the Capital Increase is to further improve the capital structure of Hefei New Energy and Tongcheng New Energy, and is conducive to ensuring the two projects of photovoltaic cell packaging material for solar equipment being completed and put into operation as soon as possible and achieving expected benefits, which is in line with the plan for the use of proceeds raised, the business development objectives of the Company and the interests of all Shareholders. Therefore, the Board recommends the Shareholders to vote in favor of the resolutions on the Capital Increase to be proposed at the EGM.

In addition, the Board of the Company considers that the proposed (i) amendments to the Articles of Association; and (ii) amendments to the Rules of Procedure for General Meetings are in the best interests of the Company and all its Shareholders as a whole. Accordingly, the Board recommends the Shareholders to vote in favour of (i) the special resolution in relation to the proposed amendments to the Articles of Association; and (ii) the ordinary resolution in relation to the amendments to the Rules of Procedure for General Meetings to be proposed at the EGM.

VII. RESPONSIBILITY STATEMENT

This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Listing Rules for the purpose of giving information with regard to the Company. 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 misleading.

– 11 –

LETTER FROM THE BOARD

VIII. ADDITIONAL INFORMATION

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

Yours faithfully,

By order of the Board **Luoyang Glass Company Limited* Zhang Chong**

Chairman

For identification purposes only

– 12 –

NOTICE OF EGM

＊

NOTICE OF THE FOURTH EXTRAORDINARY GENERAL MEETING 2021

NOTICE IS HEREBY given that the Fourth Extraordinary General Meeting 2021 (the “ EGM ”) of Luoyang Glass Company Limited (the “ Company ”) will be held at the conference room of the Company on 3rd Floor, No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the People’s Republic of China (the “ PRC* ”) at 9:00 a.m. on 18 October 2021 (Monday) for the purpose of considering and, if thought fit, passing the following resolutions:

Special Resolution

To consider and approve the resolution on the proposed amendments to the Articles of Association

Ordinary Resolutions

To consider and approve the resolution on the amendments to the Rules of Procedure for General Meetings of the Company
To consider and approve the resolution on the capital increase to CNBM (Hefei) New Energy Co., Ltd.* （中建材（合肥）新能源有限公司）
To consider and approve the resolution on the capital increase to CNBM (Tongcheng) New Energy Materials Co., Ltd.* （中國建材桐城新能源材料有限公司）

– EGM-1 –

NOTICE OF EGM

(For details of the above resolutions, please refer to the announcement of the Company dated 15 September 2021 and the circular dated 23 September 2021 (the “ Circular ”). Unless otherwise specified, capitalized terms used in this notice shall have the same meanings as those defined in the Circular.)

By order of the Board Luoyang Glass Company Limited* Zhang Chong Chairman

Luoyang, the PRC 23 September 2021

As at the date of this notice, the Board of the Company comprises five executive Directors: Mr. Zhang Chong, Mr. Xie Jun, Mr. Ma Yan, Mr. Wang Guoqiang and Mr. Zhang Rong; two non-executive Directors: Mr. Ren Hongcan and Mr. Chen Yong; and four independent non-executive Directors: Mr. Jin Zhanping, Mr. Ye Shuhua, Mr. He Baofeng and Ms. Zhang Yajuan.

For identification purposes only

– EGM-2 –

NOTICE OF EGM

Notes:

Holders of the Company’s H Shares, whose names appear on the register of members maintained by Hong Kong Registrars Limited at the close of trading at 4:30 p.m. on 11 October 2021, are entitled to attend and vote at the EGM. The register of members of the Company’s H Shares will be closed from 12 October 2021 to 18 October 2021 (both days inclusive), during which period no transfer of H Shares will be effected in order to determine the list of holders of H Shares eligible to attend the EGM. Holders of H Shares of the Company who wish to attend the EGM must lodge all share transfer forms accompanied by the relevant H share certificates with the registrar of the Company’s H Shares, namely Hong Kong Registrars Limited at Shops 1712–1716, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong by 4:30 p.m. on 11 October 2021.
Any Shareholder entitled to attend and vote at the EGM may appoint a proxy or proxies (who need not be a Shareholder of the Company) to attend and vote at the EGM on his/her behalf. A proxy of a Shareholder who has appointed more than one proxy may only vote on a poll.
The principal Shareholder may appoint a proxy in written form (i.e. through the enclosed proxy form). The proxy form shall be signed by the principal or his attorney as authorised. In case that the proxy form is signed by the attorney of the principal, the power of attorney or other authorisation documents must be notarised by the notary public. The proxy form together with such power of attorney or other authorisation documents as notarised by the notary public must be lodged at the Company’s H share registrar in Hong Kong, Hong Kong Registrars Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong or to the Company at No. 9 Tang Gong Zhong Lu, Xigong District, Luoyang Municipal, Henan Province, the PRC not less than 24 hours before the time appointed for the holding of the EGM or any adjournment thereof.
Shareholders or their proxies shall produce their proofs of identity when attending the EGM. A proxy of Shareholder who is appointed to attend the EGM shall produce the proxy form at the same time.
The EGM is expected to last for no more than one day. Shareholders and their proxies attending the EGM should be responsible for their own traveling and accommodation expenses.
The Company’s registered address is as follows:

No. 9 Tang Gong Zhong Lu, Xigong District Luoyang Municipal, Henan Province the People’s Republic of China Postal Code: 471009 Tel: 86-379-6390 8588 Fax: 86-379-6325 1984

Completion and return of the proxy form will not preclude Shareholders of the Company from subsequently attending and voting in person at the EGM or any adjourned meetings should you so wish.

– EGM-3 –

AI assistant

RoboSense Technology Co., Ltd Proxy Solicitation & Information Statement 2021

50628_rns_2021-09-23_034efa24-1882-4be6-89bc-447f75184b69.pdf

(1) CAPITAL INCREASE IN WHOLLY-OWNED SUBSIDIARIES;

(2) AMENDMENTS TO THE ARTICLES OF ASSOCIATION; AND

(3) AMENDMENTS TO THE RULES OF PROCEDURE FOR GENERAL MEETINGS

DEFINITIONS

Executive Directors:

Registered and principal office:

(1) CAPITAL INCREASE IN WHOLLY-OWNED SUBSIDIARIES;

(2) AMENDMENTS TO THE ARTICLES OF ASSOCIATION; AND

I. INTRODUCTION

II. CAPITAL INCREASE IN WHOLLY-OWNED SUBSIDIARIES

I. SUMMARY OF THE PROCEEDS RAISED AND CAPITAL INCREASE

No. Project name

II. BASIC INFORMATION OF THE TARGETS OF THE CAPITAL INCREASE

1. Hefei New Energy

2. Tongcheng New Energy

III. PURPOSE OF THE CAPITAL INCREASE AND IMPACT ON THE COMPANY

IV. PROCEDURES FOR THE CONSIDERATION OF THE CAPITAL INCREASE

III. PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

LETTER FROM THE BOARD

IV. AMENDMENTS TO THE RELEVANT ARTICLES OF THE RULES OF PROCEDURE FOR GENERAL MEETINGS OF THE COMPANY

V. EGM

LETTER FROM THE BOARD

VI. RECOMMENDATIONS

VII. RESPONSIBILITY STATEMENT

VIII. ADDITIONAL INFORMATION

Yours faithfully,

By order of the Board **Luoyang Glass Company Limited* Zhang Chong**

NOTICE OF THE FOURTH EXTRAORDINARY GENERAL MEETING 2021

Special Resolution

Ordinary Resolutions

NOTICE OF EGM

AI assistant

RoboSense Technology Co., Ltd — Proxy Solicitation & Information Statement 2021

50628_rns_2021-09-23_034efa24-1882-4be6-89bc-447f75184b69.pdf

(1) CAPITAL INCREASE IN WHOLLY-OWNED SUBSIDIARIES;

(2) AMENDMENTS TO THE ARTICLES OF ASSOCIATION; AND

(3) AMENDMENTS TO THE RULES OF PROCEDURE FOR GENERAL MEETINGS

DEFINITIONS

Executive Directors:

Registered and principal office:

(1) CAPITAL INCREASE IN WHOLLY-OWNED SUBSIDIARIES;

(2) AMENDMENTS TO THE ARTICLES OF ASSOCIATION; AND

I. INTRODUCTION

II. CAPITAL INCREASE IN WHOLLY-OWNED SUBSIDIARIES

I. SUMMARY OF THE PROCEEDS RAISED AND CAPITAL INCREASE

No. Project name

II. BASIC INFORMATION OF THE TARGETS OF THE CAPITAL INCREASE

1. Hefei New Energy

2. Tongcheng New Energy

III. PURPOSE OF THE CAPITAL INCREASE AND IMPACT ON THE COMPANY

IV. PROCEDURES FOR THE CONSIDERATION OF THE CAPITAL INCREASE

III. PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

LETTER FROM THE BOARD

IV. AMENDMENTS TO THE RELEVANT ARTICLES OF THE RULES OF PROCEDURE FOR GENERAL MEETINGS OF THE COMPANY

V. EGM

LETTER FROM THE BOARD

VI. RECOMMENDATIONS

VII. RESPONSIBILITY STATEMENT

VIII. ADDITIONAL INFORMATION

Yours faithfully,

By order of the Board Luoyang Glass Company Limited* Zhang Chong

NOTICE OF THE FOURTH EXTRAORDINARY GENERAL MEETING 2021

Special Resolution

Ordinary Resolutions

NOTICE OF EGM

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RoboSense Technology Co., Ltd Proxy Solicitation & Information Statement 2021

By order of the Board **Luoyang Glass Company Limited* Zhang Chong**