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SPT Energy Group Inc. Proxy Solicitation & Information Statement 2025

Jun 4, 2025

49801_rns_2025-06-04_b69acaff-fc75-48b3-816f-078a06b28ee8.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 notice, 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 notice.

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国药集团

SINOPHARM

CHINA TRADITIONAL CHINESE MEDICINE HOLDINGS CO. LIMITED

中國中藥控股有限公司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 570)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the annual general meeting (the "AGM") of China Traditional Chinese Medicine Holdings Co. Limited (the "Company") will be held at Conference Room, 4th Floor, Winteam Plaza, 6 Kuiqi Second Road, Chancheng District, Foshan City, Guangdong Province, China, on Friday, 27 June 2025 at 2:30 p.m. for the following purposes. Unless the context otherwise requires, the terms used herein shall have the same meaning as those defined in the circular of the Company dated 5 June 2025 (the "Circular"):

ORDINARY RESOLUTIONS

  1. To receive and consider the audited financial statements, the report of the directors and the independent auditor's report of the Company for the year ended 31 December 2024.
  2. To declare a final dividend of HK0.35 cent per Share and a special dividend HK8.30 cents per Share for the year ended 31 December 2024.
  3. (a) Each as a separate resolution, to re-elect the following retiring directors of the Company (the "Director"):

(i) to re-elect Mr. YANG Jun as a Director;
(ii) to re-elect Mr. LI Hongjian as a Director;
(iii) to re-elect Mr. LIU Haijian as a Director;
(iv) to re-elect Mr. LI Xiangrong as a Director;


(v) to re-elect Mr. ZU Jing as a Director;
(v) to re-elect Ms. XU Jinghui as a Director;
(vii) to re-elect Mr. HUANG Hao as a Director;
(viii) to re-elect Mr. YU Tze Shan Hailson as a Director; and
(ix) to re-elect Mr. QIN Ling as a Director.

(b) To authorize the board of directors of the Company (the “Board”) to fix the Directors’ remuneration.

By Order of the Board
China Traditional Chinese Medicine Holdings Co. Limited
YANG Jun
Chairman

Hong Kong, 5 June 2025

Notes:

  1. Any member entitled to attend and vote at the AGM is entitled to appoint one or more proxies to exercise all or any of his/her rights to attend, speak and vote instead of him/her, provided that the proxy is appointed to represent respectively the number of Shares held by the Shareholder as specified in the relevant instrument of appointment. A proxy need not be a shareholder of the Company.

  2. In order to be valid, the form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of that power or authority, must be deposited at the Company’s share registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours (excluding any part of a day that is a public holiday) before the time appointed for holding the meeting (i.e. before 2:30 p.m. on Wednesday, 25 June 2025) or any adjournment thereof.

  3. To ascertain the Shareholders’ entitlement to attend and vote at the AGM, the register of members of the Company will be closed from Tuesday, 24 June 2025 to Friday, 27 June 2025, both days inclusive, during which period no transfer of Shares will be registered. In order to be eligible to attend and vote at the AGM, all duly completed transfer forms accompanied by the relevant share certificates must be lodged with the share registrar of the Company, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not later than 4:30 p.m. on Monday, 23 June 2025.

The Board has recommended the payment of a final dividend of HK0.35 cent (approximately RMB0.32 cent) per Share and a special dividend of HK8.30 cents (approximately RMB7.66 cents) per Share for the year ended 31 December 2024. To ascertain the Shareholders’ entitlement to receive the proposed final dividend and special dividend, the register of members of the Company will be closed from Monday, 7 July 2025 to Wednesday, 7 July 2025, both days inclusive, during which period no transfer of

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Shares will be registered. In order to qualify for the proposed final dividend and special dividend, all duly completed transfer forms accompanied by the relevant share certificates must be lodged with the share registrar of the Company, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not later than 4:30 p.m. on Friday, 4 July 2025.

  1. Pursuant to Rule 13.39(4) of the Listing Rules, all votes at the meeting will be taken by poll except where the chairman, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands and the Company will announce the results of the poll in the manner prescribed under Rule 13.39(5) of the Listing Rules.

  2. With regard to item 3 set out in the notice, the Circular giving details of the proposed re-election of Directors will be sent to the Shareholders on 5 June 2025. The biographical details of the Directors who are proposed to be re-elected at the AGM are set out in Appendix I to the Circular.

  3. As at the date of this notice, the Board comprises eleven Directors, of which Mr. YANG Jun and Mr. LI Hongjian are executive Directors; Mr. LIU Haijian, Mr. LI Xiangrong, Mr. ZU Jing, Ms. XU Jinghui and Mr. HUANG Hao are non-executive Directors; and Mr. XIE Rong, Mr. YU Tze Shan Hailson, Mr. QIN Ling and Mr. LI Weidong are independent non-executive Directors.

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