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Shenzhen Dobot Corp Ltd Proxy Solicitation & Information Statement 2025

Dec 12, 2025

50594_rns_2025-12-12_4f3537b2-1439-49d0-a02b-3819c5036148.pdf

Proxy Solicitation & Information Statement

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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 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.

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DOBOT

SHENZHEN DOBOT CORP LTD

深圳市越疆科技股份有限公司

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

(Stock Code: 2432)

(1) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND ABOLITION OF THE BOARD OF SUPERVISORS;
(2) PROPOSED AMENDMENTS TO THE GOVERNANCE POLICIES;
(3) PROPOSED ELECTION AND APPOINTMENT OF THE DIRECTORS OF THE SECOND SESSION OF THE BOARD; AND
(4) ELECTION OF THE EMPLOYEE REPRESENTATIVE DIRECTOR

The board (the "Board") of directors (the "Director(s)") of SHENZHEN DOBOT CORP LTD (the "Company", together with its subsidiaries, the "Group") is pleased to announce that (i) resolutions will be proposed at an extraordinary general meeting of the Company to be held on 29 December 2025 (the "EGM") for the purpose of considering and, if thought fit, approving, (a) the proposed amendments (the "Proposed Amendments to the Articles of Association") to the articles of association of the Company (the "Articles of Association") and abolition of the board (the "Board of Supervisors") of supervisors of the Company (the "Supervisors"); (b) the proposed amendments to certain governance policies (the "Proposed Amendments to the Governance Policies"); and (c) the proposed election and appointment of the Directors to constitute the second session of the Board; and (ii) at the employees' representative meeting of the Company convened on 9 December 2025, Mr. Jiang Yu ("Mr. Jiang") was elected as the employee representative Director.


PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND ABOLITION OF THE BOARD OF SUPERVISORS

In order to comply with the regulatory requirements for listed companies and further improve the corporate governance of the Company, in accordance with the Company Law of the People's Republic of China (the "PRC") (中華人民共和國公司法) and other laws and regulations, and in light of the actual situation of the Company, the Board proposes to abolish the Board of Supervisors and the role of Supervisor and to make certain amendments to the Articles of Association. Before the EGM passing the resolution of abolition of the Board of Supervisors, the Board of Supervisors and the Supervisors will continue to perform its supervisory functions in diligence in strict accordance with the requirements of relevant laws and regulations such as the Company Law and the Articles of Association, and will continue to supervise the Company's operations, finances and ensure that the Directors and senior management perform their duties in compliance with applicable laws and regulations, in order to safeguard the interests of the Company and all shareholders.

The Proposed Amendments to the Articles of Association include, among others, (i) removing all references to the "Supervisors" and the "Board of Supervisors"; and providing that certain functions and powers of the Board of Supervisors shall be exercised by the audit committee of the Company; and (ii) making other consequential amendments. Subject to the approval of the shareholders of the Company (the "Shareholders") at the EGM, the rules of procedures of the Board of Supervisors and other internal policies relating to the Board of Supervisors will be repealed.

The Company proposed that the Board, the Chairman of the Board, and the handling personnel be authorised to make such amendments to the Articles of Association to comply with the requirements of relevant laws and regulations and the company registration authorities if any.

If the Proposed Amendments to the Articles of Association are adopted, the serial numbers of the other articles will be adjusted accordingly. Except for the Proposed Amendments to the Articles of Association, other provisions of the Articles of Association remain unchanged.

A special resolution will be proposed at the EGM for the Shareholders to consider and approve the Proposed Amendments to the Articles of Association.

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PROPOSED AMENDMENTS TO THE GOVERNANCE POLICIES

In light of the proposed abolition of the Board of Supervisors, and the role of Supervisors, with their function and power to be exercised by the Audit Committee, the relevant provisions in the Company's governance policies concerning the Supervisors and the Board of Supervisors are no longer applicable. Therefore, the Board also proposed to amend the following governance policies of the Company:

  1. Terms of Reference for General Meetings of the Company (股東會議事規則);
  2. Terms of Reference for Board meetings (董事會議事規則);
  3. Administrative Rules Governing Connected Transactions (關連交易管理制度);
  4. System for the Administration of External Guarantees (對外擔保管理制度);
  5. Working System for Independent Non-Executive Directors (獨立非執行董事工作制度);
  6. Information Disclosure Management Policy (信息披露事務管理制度);

The Company proposed that the Board, the Chairman of the Board, and the handling personnel be authorised to make such amendments to the Company's governance policies to comply with the requirements of relevant laws and regulations and the company registration authorities if any. The abovementioned proposed amendments are subject to the approval of the Shareholders by way of ordinary resolutions at the EGM.

PROPOSED ELECTION AND APPOINTMENT OF THE DIRECTORS OF THE SECOND SESSION OF THE BOARD

The term of office of the first session of the Board will expire on 20 December 2025. Due to other work commitment and having considered the contributions required to perform duties to the Company, Mr. Jing Liang, a non-executive Director, will not offer himself for re-election as the Director of the second session of the Board at the EGM. He confirmed that there is no disagreement with the Board and there is no other matter in relation to his retirement other than the information disclosed therein which needs to be brought to the attention of the Shareholders. The Board would like to take this opportunity to express its appreciation for his contributions to the Company during the term of office.

In compliance with the relevant provisions of the Companies Ordinance and the Articles of Association, and upon the review and approval by the nomination committee of the first session of the Board, the Board has resolved to nominate the following seven candidates as members of the second session of the Board at the Board meeting held on 12 December 2025:

  • Candidates for executive Directors: Mr. Liu Peichao, Mr. Wang Yong and Mr. Jiang Yu (the employee representative Director)
  • Candidates for non-executive Director: Mr. Lang Xulin

  • Candidates for independent non-executive Directors: Mr. Li Yibin, Mr. Ng Jack Ho Wan and Dr. Hou Lingling

Upon approval of the above proposed election and appointment of Directors at the EGM, Mr. Lang will be re-designated from an executive Director to non-executive Director, with effect from the date of EGM until the expiry of the term of the second session of the Board.

Ordinary resolutions (cumulative voting) will be proposed at the EGM for the Shareholders to consider and approve the election of each of the above proposed Directors. The term of office of the second session of the Board is three years, and will take effect from the date of approval by the Shareholders at the EGM and will expire when members are elected for the new session of the Board. If the above candidates are appointed as the Directors, each of them will enter into a service contract or letter of appointment with the Company and shall hold their office until the expiry of the term of office of the second session of the Board. The existing Directors shall continue to perform their duties as the Directors before the election and formation of the second session of the Board at the EGM.

The biographical details of the candidates for the Directors of the second session of the Board are set out below:

Executive Directors

Mr. Liu Peichao (劉培超) (“Mr. Liu”), aged 39, is the chairman of the Board, executive Director and general manager of the Company, and was appointed as an executive Director and general manager of the Company in July 2015. Mr. Liu is primarily responsible for the overall strategic planning, business direction and management of our Group. Mr. Liu currently serves as a director of Rizhao Yuejiang Intelligent Technology Co., Ltd. (日照市越疆智能科技有限公司), Dobot HK Limited (越疆機器人香港有限公司) and DOBOT MALAYSIA SDN.BHD. (越疆機器人馬來西亞有限公司).

Mr. Liu has ten years of experience in the robot industry. Mr. Liu was awarded the Shenzhen New Industry Leader (深圳行業領袖新青年) by the Shenzhen General Chamber of Commerce (深圳市工商業聯合會(總商會))in September 2022, the China Youth Entrepreneurship Award (中國青年創業獎) by the Ministry of Human Resources and Social Security of the People's Republic of China (中華人民共和國人力資源和社會保障部) in November 2021 and the Shenzhen Municipal Leading Talent (深圳市地方級領軍人才) by the Shenzhen Municipal Government in July 2020. He was selected as one of the 2019 Shenzhen Top 10 Small and Medium-sized Enterprise Entrepreneurial Talents by the Shenzhen Small and Medium-sized Enterprises Development Promotion Association (深圳市中小企業發展促進會) in November 2019, and the Technological Innovation and Entrepreneurial Talents of the Innovation Talent Advancement Program (創新人才推進計劃科技創新創業人才) by the Ministry of Science and Technology of the People's Republic of China (中華人民共和國科學技術部) in June 2019.

Mr. Liu obtained a bachelor's degree in mechanical design & manufacturing and automation from Shandong University (山東大學) in the PRC in June 2011. Mr. Liu further obtained a master's degree in mechanical engineering from Shandong University in June 2014.

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As at the date of this announcement, Mr. Liu is interested in an aggregate of 92,719,603 H Shares and 19,169,403 Domestic Shares pursuant to Part XV of SFO. Mr. Liu is the general partner of Shenzhen Yuejiang Consultation Partnership (Limited Partnership) (深圳市越疆諮詢合夥企業(有限合夥)) (“Yuejiang LP”) and holds 53.07% of its partnership interests. Yuejiang LP is beneficially interested in 12,599,991 Shares. Mr. Liu is the general partner of Shenzhen Qinmo Venture Capital Partnership (Limited Partnership) (深圳市秦墨創業投資合夥企業(有限合夥)) (“Qinmo LP”) and holds 0.67% of its partnership interests. Qinmo LP is beneficially interested in 3,441,999 H Shares. Mr. Liu is the limited partner of Xinyu Qimo Consulting Partnership (Limited Partnership) (新余市齊墨諮詢合夥企業(有限合夥)) (“Qimo LP”) and holds 43.47% of its partnership interests. Qimo LP is beneficially interested in 12,961,193 Shares. Mr. Liu is a limited partner of Xinyu Lumo Consulting Partnership (Limited Partnership) (新余市魯墨諮詢合夥企業(有限合夥)) (“Lumo LP”) and holds 4.17% of its partnership interests. Lumo LP is beneficially interested in 14,897,259 Shares. Mr. Liu is also a limited partner of Xinyu City Chumo Consulting Partnership (Limited Partnership) (新余市楚墨諮詢合夥企業(有限合夥)) (“Chumo LP”) and holds 7.71% of its partnership interests. Chumo LP is beneficially interested in 11,633,873 Shares. Save as disclosed above, Mr. Liu does not have any interest in the Shares, underlying Shares or debentures of the Company (as defined in Part XV of the SFO).

Save as disclosed above, (i) Mr. Liu has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas; (ii) he does not hold any other major positions in the Company and its subsidiaries; (iii) he has no other major appointments or professional qualifications; and (iv) he does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company.

Save as disclosed above, there is no other information relating to Mr. Liu that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

Mr. Wang Yong (王勇) (“Mr. Wang”), aged 45, is the executive Director, chief financial officer, Board secretary and joint company secretary. Mr. Wang joined the Company in August 2022 and was appointed as an executive Director in December 2022. Mr. Wang is primarily responsible for the overall strategic planning, Board and capital market, financial and accounting affairs of the Group. Mr. Wang currently serves as a director of DOBOT SINGAPORE PTE. LTD. (越疆機器人新加坡私人有限公司).

Mr. Wang has more than 23 years of experience in corporate governance and finance. Prior to joining the Company, from October 2014 to August 2021, Mr. Wang successively served as a vice general manager, board secretary and chief financial officer in Antel Intelligent Technology Corp., Ltd. (深圳市遠通科技股份有限公司), whose shares are listed on the Shanghai Stock Exchange (stock code: 688208). From September 2002 to September 2014, Mr. Wang successively served as an auditor, senior auditor, manager and senior manager in Ernst & Young Hua Ming LLP (安永華明會計師事務所(特殊普通合夥)). During his employment in Ernst & Young Hua Ming LLP, from October 2007 to March 2009, Mr. Wang participated in Ernst & Young’s global exchange program and worked at Ernst & Young’s Milwaukee office in the United States. From July 2001 to September 2002, Mr. Wang served as a financial accountant in Shenzhen SDG Information Co., Ltd. (深圳市特發信息股份有限公司), whose shares are listed on the Shenzhen Stock Exchange (stock code: 000070).

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Mr. Wang obtained a bachelor's degree in investment economics from Southwestern University of Finance and Economics (西南財經大學) in July 2001. Mr. Wang is a Chinese Certified Public Accountant (non-practicing member).

Mr. Wang will enter into a service contract with the Company for a term of three years commencing from the date of the EGM, which upon expiry is renewable for a further term of three years under Shareholders' approval at the EGM subject to early termination in accordance with the terms therein and retirement by rotation, and eligible for re-election pursuant to the Articles of Association.

As at the date of this announcement, Mr. Wang is a limited partner of Lumo LP and holds 24.17% of its partnership interests. Lumo LP is beneficially interested in 14,897,259 Shares. Save as disclosed above, Mr. Wang does not have any interest in the Shares, underlying Shares or debentures of the Company (as defined in Part XV of the SFO).

Save as disclosed above, (i) Mr. Wang has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas; (ii) he does not hold any other major positions in the Company and its subsidiaries; (iii) he has no other major appointments or professional qualifications; and (iv) he does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company.

Save as disclosed above, there is no other information relating to Mr. Wang that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

Mr. Jiang Yu (姜宇) ("Mr. Jiang"), aged 41, is our deputy general manager. Mr. Jiang joined our Company in August 2017 and successively served as a deputy R&D director, supply chain director and R&D director. Mr. Jiang is responsible for the management of the R&D department and procurement department. Mr. Jiang currently serves as a director of Yunzhichuanghe Culture Technology (Shenzhen) Co., Ltd. (雲智創合文化科技(深圳)有限公司) and Shenzhen Yujiang Drive Technology Co., Ltd. (深圳市越疆驅動科技有限公司). He also serves as a director and manager of Hangzhou Xingsi Wujie Technology Co., Ltd. (杭州行思無界科技有限公司).

Prior to joining us, from July 2012 to August 2017, Mr. Jiang successively served as a hardware engineer, project manager, product manager and senior hardware engineer in Shanghai STEP Electric Corporation (上海新時達電氣股份有限公司), a limited liability company engaging in the provision of comprehensive solutions for intelligent manufacturing, whose shares are listed on the Shenzhen Stock Exchange (stock code: 002527). Mr. Jiang obtained a bachelor's degree in mechanical design, manufacturing and automation from Hunan University of Technology (湖南工業大學) in the PRC in June 2009, a master's degree in mechanical engineering from Shandong University in June 2012. Mr. Jiang holds the professional title of senior engineer.

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Mr. Jiang will enter into a service contract with the Company for a term of three years commencing from the date of the EGM, which upon expiry is renewable for a further term of three years under Shareholders' approval at the EGM subject to early termination in accordance with the terms therein and retirement by rotation, and eligible for re-election pursuant to the Articles of Association.

As at the date of this announcement, Mr. Jiang is a limited partner of Lumo LP and holds 10.62% of its partnership interests. Lumo LP is beneficially interested in 14,897,259 Shares. Save as disclosed above, Mr. Jiang does not have any interest in the Shares, underlying Shares or debentures of the Company (as defined in Part XV of the SFO).

Save as disclosed above, (i) Mr. Jiang has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas; (ii) he does not hold any other positions in the Company and its subsidiaries; (iii) he has no other major appointments or professional qualifications; and (iv) he does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company.

Save as disclosed above, there is no other information relating to Mr. Jiang that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

Non-executive Director

Mr. Lang Xulin (郎需林) (“Mr. Lang”), aged 37, is the executive Director and chief scientist of the Group. Mr. Lang joined the Company in July 2015 and was appointed as an executive Director in September 2016. Mr. Lang is primarily responsible for the overall strategic planning, business direction, R&D and management of the Group. Mr. Lang has also served as a director in certain subsidiaries of the Company. Mr. Lang currently serves as a director of DOBOT Europe GmbH (越疆機器人歐洲有限公司), DOBOT USA LLC (越疆機器人美國有限公司), DOBOT NORTH AMERICA LLC (越疆機器人北美有限公司) and DOBOT JAPAN LLC (越疆機器人日本有限公司).

Mr. Lang has more than ten years of experience in the robot industry. Prior to founding the Company with Mr. Liu, from July 2014 to July 2015, Mr. Lang served as an engineer in Shenzhen Inovance Technology Co., Ltd. (深圳市匯川技術股份有限公司), whose shares are listed on the Shenzhen Stock Exchange (stock code: 300124).

Mr. Lang obtained a bachelor's degree in mechanical design & manufacturing and automation from Shandong University in the PRC in June 2011. Mr. Lang obtained a master's degree in mechanical design and theories from Shandong University in June 2014. Mr. Lang holds the professional title of senior engineer.

Mr. Lang will enter into a letter of appointment with the Company for a term of three years commencing from the date of the EGM, which upon expiry is renewable for a further term of three years under Shareholders' approval at the EGM subject to early termination in accordance with the terms therein and retirement by rotation, and eligible for re-election pursuant to the Articles of Association.

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As at the date of this announcement, Mr. Lang is beneficially interested in 6,374,570 H Shares and 1,593,643 Domestic Shares. Save as disclosed above, Mr. Lang does not have any interest in the Shares, underlying Shares or debentures of the Company (as defined in Part XV of the SFO).

Save as disclosed above, (i) Mr. Lang has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas; (ii) he does not hold any other major positions in the Company and its subsidiaries; (iii) he has no other major appointments or professional qualifications; and (iv) he does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company.

Save as disclosed above, there is no other information relating to Mr. Lang that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

Independent non-executive Directors

Mr. Li Yibin (李贻斌) (“Mr. Li”), aged 65, is an independent non-executive Director. Mr. Li joined the Company in December 2022 and was appointed as an independent non-executive Director in December 2022. Mr. Li is primarily responsible for providing independent advice on the operations and management of the Group.

Mr. Li has served as (i) an independent director in Siasun Robot & Automation Co., Ltd. (藩陽新松機器人自動化股份有限公司), a limited liability company engaging in robotics and automation equipment, whose shares are listed on the Shenzhen Stock Exchange (stock code: 300024), since January 2022, (ii) an independent director in CITIC Heavy Industries Co. Ltd. (中信重工機械股份有限公司), a limited liability company engaging in heavy mechanical equipment business, whose shares are listed on the Shanghai Stock Exchange (stock code: 601608), since November 2020, and (iii) the chairman of the supervisory committee in Shandong Desheng Robot Co., Ltd. (山東德晟機器人股份有限公司), a limited liability company engaging in intelligent equipment and systems business, since June 2018.

From January 2014 to July 2025, Mr. Li served as a supervisor in Shandong Youbaote Intelligent Robotics Co., Ltd. (山東優寶特智能機器人有限公司), a limited liability company engaging in bionic family service robots and mine informatization business. From September 2019 to February 2023, Mr. Li served as an independent director in Cosonic Intelligent Technologies Co., Ltd. (佳禾智慧科技股份有限公司), a limited liability company engaging in smart electroacoustic products and smart wearable products business whose shares are listed on the Shenzhen Stock Exchange (stock code: 300793). Furthermore, Mr. Li has served as a professor in Shandong University since September 2003. Prior to that, from August 1982 to July 2003, Mr. Li successively served as a lecturer, vice professor and professor in Shandong University of Science and Technology (山東科技大學) (formerly known as the Shandong Institute of Mining and Technology (山東礦業學院)).

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Mr. Li has been serving as the president of the council of Shandong Automation Society (山東省自動化學會) since July 2018. Mr. Li obtained a bachelor's degree in industrial automation from Tianjin University (天津大學) in the PRC in July 1982. Mr. Li obtained a master's degree in mining electrification and automation from Shandong University of Science and Technology (山東科技大學) (formerly known as the Shandong Institute of Mining and Technology (山東礦業學院)) in July 1990.

Mr. Li will enter into a letter of appointment with the Company for a term of three years commencing from the date of the EGM, which upon expiry is renewable for a further term of three years under Shareholders' approval at the EGM subject to early termination in accordance with the terms therein and retirement by rotation, and eligible for re-election pursuant to the Articles of Association.

As at the date of this announcement, Mr. Li does not have any interest in the Shares, underlying Shares or debentures of the Company (as defined in Part XV of the SFO).

Save as disclosed above, (i) Mr. Li has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas; (ii) he does not hold any other positions in the Company and its subsidiaries; (iii) he has no other major appointments or professional qualifications; and (iv) he does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company.

Save as disclosed above, there is no other information relating to Mr. Li that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

Mr. Ng Jack Ho Wan (吳浩雲) ("Mr. Ng"), whose former name was Mr. Ng Ho Wan (吳浩雲), aged 49, is an independent non-executive Director. Mr. Ng joined the Company in May 2024 and was appointed as an independent non-executive Director in May 2024. Mr. Ng is primarily responsible for providing independent advice on the operations and management of the Group.

Mr. Ng has served as (1) an independent non-executive director in Cheshi Technology Inc. (車市科技有限公司), whose shares are listed on the Stock Exchange (stock code: 1490), since December 2020, (2) an independent non-executive director in HM International Holdings Limited, whose shares are listed on the Stock Exchange (stock code: 8416), since December 2016, and (3) the managing director in Jack H.W. Ng CPA Limited (吳浩雲會計師行有限公司) since June 2013. Prior to that, from June 2018 to July 2021, Mr. Ng served as an independent non-executive director in Zhejiang Cangnan Instrument Group Company Limited (浙江蒼南儀錠集團股份有限公司), whose shares were previously listed on the Stock Exchange. From March 2001 to October 2012, Mr. Ng worked in KPMG in Hong Kong with the last position as partner. From September 1997 to February 2001, Mr. Ng worked in PricewaterhouseCoopers LLP in Canada.

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Mr. Ng obtained a bachelor’s degree in business administration from Simon Fraser University in Canada in May 2000. In addition, Mr. Ng has obtained the qualification of (1) Chartered Financial Analyst (CFA) accredited by CFA Institute since September 2007, (2) Certified Information Systems Auditor accredited by the Information Systems Audit and Control Association since January 2007, (3) Financial Risk Manager accredited by the Global Association of Risk Professionals since November 2004, (4) Certified Public Accountant of Hong Kong Institute of Certified Public Accountants since September 2003, and (5) Chartered Professional Accountant (CPA, CA) accredited by the Chartered Professional Accountants of Canada since February 2001.

Mr. Ng will enter into a letter of appointment with the Company for a term of three years commencing from the date of the EGM, which upon expiry is renewable for a further term of three years under Shareholders’ approval at the EGM subject to early termination in accordance with the terms therein and retirement by rotation, and eligible for re-election pursuant to the Articles of Association.

As at the date of this announcement, Mr. Ng does not have any interest in the Shares, underlying Shares or debentures of the Company (as defined in Part XV of the SFO).

Save as disclosed above, (i) Mr. Ng has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas; (ii) he does not hold any other positions in the Company and its subsidiaries; (iii) he has no other major appointments or professional qualifications; and (iv) he does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company.

Save as disclosed above, there is no other information relating to Mr. Ng that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

Dr. Hou Lingling (侯玲玲) (“Dr. Hou”), aged 50, is an independent non-executive Director. Dr. Hou joined the Company in December 2022 and was appointed as an independent non-executive Director in December 2022. Dr. Hou is primarily responsible for providing independent advice on the operations and management of the Group.

Dr. Hou currently serves as an independent director of Luxshare Precision Industry Co., Ltd. (立訊精密工業股份有限公司), whose shares are listed on the Shenzhen Stock Exchange (stock code: 002475). Dr. Hou has served as an arbitrator of Dongguan Arbitration Commission (東莞仲裁委員會) since April 2022 and Shenzhen Court of International Arbitration (深圳國際仲裁院) (also known as South China International Economics and Trade Arbitration Commission (華南國際經濟貿易仲裁委員會), Greater Bay Area International Arbitration Centre (粵港澳大灣區國際仲裁中心) and Shenzhen Arbitration Commission (深圳仲裁委員會)) since February 2019. Dr. Hou has successively served as an associate professor and professor in the Law School of Shenzhen University (深圳大學法學院). Prior to that, Dr. Hou served as a lecturer in the Law School of South China University of Technology (華南理工大學法學院) from September 2006 to August 2009 and the Law School of Zhongnan University of Economics and Law (中南財經政法大學法學院).

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Dr. Hou obtained a bachelor's degree in economic law from Zhongnan University of Economics and Law (中南財經政法大學) (formerly known as Zhongnan Institute of Economics and Law (中南政法學院)) in the PRC in June 1997 and a master's degree in economic law from Zhongnan University of Economics and Law in June 2000. Dr. Hou also obtained a doctor's degree in international trade from Hunan University (湖南大學) in June 2006. Dr. Hou holds the Chinese lawyer qualification certificate.

Dr. Hou will enter into a letter of appointment with the Company for a term of three years commencing from the date of the EGM, which upon expiry is renewable for a further term of three years under Shareholders' approval at the EGM subject to early termination in accordance with the terms therein and retirement by rotation, and eligible for re-election pursuant to the Articles of Association.

As at the date of this announcement, Dr. Hou does not have any interest in the Shares, underlying Shares or debentures of the Company (as defined in Part XV of the SFO).

Save as disclosed above, (i) Dr. Hou has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas; (ii) she does not hold any other major positions in the Company and its subsidiaries; (iii) she has no other major appointments or professional qualifications; and (iv) she does not have any relationship with any Directors, senior management, substantial Shareholders or controlling Shareholders of the Company.

Save as disclosed above, there is no other information relating to Dr. Hou that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

The proposed Directors' remuneration plan for the second session of the Board is considered and approved by the remuneration and appraisal committee of the Board by taking into account, among other matters, the remuneration levels for companies of comparable scale in the relevant industry and in light of the Company's actual operating conditions. The independent non-executive Directors will receive an annual allowance (non-tax deducted) of RMB108,000. The non-independent Directors, including executive Directors, non-executive Directors and employee representative Director are not entitled to any remuneration in their capacity as Directors. They will receive a basic salary and performance-based bonus, determined with reference to their respective positions, length of service and performance appraisal results.

ELECTION OF EMPLOYEE REPRESENTATIVE DIRECTOR

The Company has convened the first employees' representative meeting of 2025, at which the appointment of Mr. Jiang as the employee representative Director was considered and approved. His term of office shall be three years, commencing from the date on which the Directors of the second session of the Board are elected at the EGM.

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GENERAL

The EGM will be convened to consider and, if thought fit, approve, among other things, (i) the Proposed Amendments to the Articles of Association and abolition of the Board of Supervisors; (ii) the Proposed Amendments to the Governance Policies; and (iii) the proposed election and appointment of the Directors to constitute the second session of the Board. A circular containing, among others, (i) further details of the Proposed Amendments to the Articles of Association and abolition of the Board of Supervisors; (ii) further details of the Proposed Amendments to the Governance Policies; (iii) further details of the proposed election and appointment of the Directors to constitute the second session of the Board; and (iv) a notice of the EGM, together with a form of proxy for use at the EGM will be despatched to the Shareholders in due course.

The record date for the purpose of ascertaining the eligibility of the holders of H shares to attend and vote at the EGM is on Friday, 19 December 2025. In order to be eligible to attend and vote at the forthcoming EGM, holders of H Shares must lodge all completed transfer documents accompanied by the relevant share certificates with the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong on or before 4:30 p.m. on Friday, 19 December 2025. The notice of the EGM will be despatched to the Shareholders in the manner in which the Shareholders have selected to receive corporate communications and made available at the Company's and the Stock Exchange's websites in due course.

By order of the Board

SHENZHEN DOBOT CORP LTD

Mr. Liu Peichao

Chairman of the Board, Executive Director

and General Manager

Shenzhen, 12 December, 2025

As at the date of this announcement, the Board comprises (i) Mr. Liu Peichao, Mr. Wang Yong and Mr. Lang Xulin as executive Directors; (ii) Mr. Jing Liang as non-executive Director; and (iii) Mr. Li Yibin, Mr. Ng Jack Ho Wan and Dr. Hou Lingling as independent non-executive Directors.