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UBTECH ROBOTICS CORP LTD — Proxy Solicitation & Information Statement 2026
Apr 15, 2026
51150_rns_2026-04-14_1c6099a8-961e-4924-b06c-51390eb2e45b.pdf
Proxy Solicitation & Information Statement
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UBTECH
UBTECH ROBOTICS CORP LTD
深圳市優必選科技股份有限公司
(A joint stock company established in the People's Republic of China with limited liability)
(Stock Code: 9880)
PROXY FORM FOR THE 2025 ANNUAL GENERAL MEETING TO BE HELD ON Thursday, May 7, 2026
| Number of shares to which this form of proxy relates (Note 1) | Domestic Shares |
|---|---|
| H Shares |
I/We (Note 2) _________ (name)
of _________ (address)
being the registered holder(s) of _________ domestic shares/H shares (Note 3)
in the issued share capital of UBTECH ROBOTICS CORP LTD (the "Company") hereby appoint the Chairman of the meeting or (Note 4) _________ (name)
of _________ (address)
to act as my/our proxy (Note 5) to attend and vote for me/us and on my/our behalf at the 2025 annual general meeting of the Company (or any adjournment thereof) to be convened and held at JIMU Conference Room, 25/F, Building C1, Nanshan Smart Park, No. 1001 Xueyuan Avenue, Nanshan District, Shenzhen, PRC at 4:00 p.m. on Thursday, May 7, 2026 (the "AGM") and to vote at such meeting (or at any adjournment thereof) in respect of the resolutions as hereunder indicated or, if no such indication is given, as my/our proxy(ies) think fit. Unless the context otherwise requires, capitalised terms used herein shall have the same meanings as those defined in the circular of the Company dated April 14, 2026.
| ORDINARY RESOLUTIONS (Note 5) | FOR (Note 6) | AGAINST (Note 6) | ABSTAIN (Note 6) | |
|---|---|---|---|---|
| 1. | To consider and approve the proposal on the Company’s 2025 Report of the Board of Directors. | |||
| 2. | To consider and approve the proposal on the Company’s Annual Report for the Year 2025. | |||
| 3. | To consider and approve the proposal on the re-appointment of PricewaterhouseCoopers Zhong Tian LLP as the Company’s External Auditor for the Year 2026. | |||
| 4. | To consider and approve the proposal on the remuneration scheme of the Directors. | |||
| 5. | To consider and approve the proposal on the Company’s 2025 Profit Distribution Plan. | |||
| 6. | To consider and approve the proposal on the Confirmation of the Company’s Daily Related-party Transactions for the Year 2025. | |||
| 7. | To consider and approve the proposal on the Company’s 2025 Report on the Financial Accounts. | |||
| 8. | To consider and approve the proposal on the Company’s 2026 Financial Budget Report. | |||
| 9. | To consider and approve the proposal on the Company’s application for credit limit from the relevant banks. | |||
| SPECIAL RESOLUTION (Note 5) | FOR (Note 6) | AGAINST (Note 6) | ABSTAIN (Note 6) | |
| 10. | To consider and approve the proposal on the granting of a general mandate to the Board to issue shares. | |||
| 11. | To consider and approve the proposal on the granting of a general mandate to the Board to repurchase H Shares of the Company. | |||
| 12. | To consider and approve the proposal on providing guarantees for wholly-owned subsidiaries and indirect subsidiaries. |
Date: _______ 2026
Signature (Note 7): _______
Notes:
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Please delete as appropriate and insert the number of shares of the Company 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 shares. If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.
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Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered Shareholders should be stated.
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Please insert the number of shares registered in your name(s) and delete as appropriate.
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If any proxy other than the chairman of the AGM is preferred, please strike out the words “the chairman of the meeting or” and insert the name and address of the proxy desired in the space provided. Any Shareholder entitled to attend and vote at the AGM is entitled to appoint a proxy or more than one proxy to attend the meeting and vote on his/her behalf. A proxy need not be a Shareholder. Every Shareholder present in person or by proxy shall be entitled to one vote for each Share held by him/her.
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Details of the resolutions are set out in the circular of the Company dated April 14, 2026. An ordinary resolution shall be passed by more than half of the votes represented by the Shareholders (including proxies) with voting rights attending the AGM. A special resolution shall be passed by more than two-thirds of the votes held by the Shareholders (including proxies) with voting rights attending the AGM.
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IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE PUT A TICK (“✓”) IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE PUT A TICK (“✓”) IN THE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE PUT A TICK (“✓”) IN THE BOX MARKED “ABSTAIN”. Any shares voted as “abstain” will be counted in the calculation of the required majority. If no direction is given, your proxy may vote or abstain at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.
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This form of proxy must be signed by you or your attorney duly authorised in writing, or in the case of a corporation, must be either under its common seal or under the hand of a director or attorney duly authorised to sign the same. Any alteration made to this form of proxy must be initialled by the person who signs it.
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Any abstention vote or waiver of voting shall be deemed as “abstain”. Blank, wrong, illegible or uncast votes shall be deemed as the voters’ waiver of their voting rights, and the voting results representing the shares held by such voters shall be counted as “abstain”. The abstention vote shall be regarded as valid votes when the Company counts the votes in respect of the relevant matter.
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In case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members of the Company.
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To be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof, must be delivered to the H share registrar of the Company, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong (for holders of H Shares), or the registered office of the Company at Room 2201, Building C1, Nanshan Smart Park, No. 1001 Xueyuan Avenue, Changyuan Community, Taoyuan Street, Nanshan District, Shenzhen, PRC (for holders of Domestic Shares) not later than 24 hours before the scheduled time for holding of the AGM (i.e. not later than 4:00 p.m. on Wednesday, May 6, 2026).
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Completion and return of the form of proxy will not preclude you from attending and voting at the AGM or any adjourned meeting thereof if you so wish. If you attend and vote at the AGM in person, the authority of your proxy will be deemed revoked.