Universal Technologies Holdings Limited — AGM Information 2016

May 24, 2016

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UNIVERSAL TECHNOLOGIES HOLDINGS LIMITED 環球 實 業 科 技 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1026)

ANNOUNCEMENT

POSTPONEMENT OF ANNUAL GENERAL MEETING AND

CLARIFICATION ON THE BOOK CLOSE DATES

Reference is made to (1) the announcement (the ‘‘Announcement’’) of Universal Technologies Holdings Limited (the ‘‘Company’’) dated 19 May 2016 in relation to the appointment of Ms. Zhu Fenglian (‘‘Ms. Zhu’’) as an executive director of the Company; (2) the notice of annual general meeting of the Company dated 22 April 2016 (the ‘‘Original AGM Notice’’) relating to a proposed annual general meeting which was originally scheduled to be held on Friday, 27 May 2016 at 11: 00 a.m. (the ‘‘Original AGM’’); (3) the circular of the Company dated 22 April 2016 (the ‘‘Original AGM Circular’’) in relation to the proposed grant of general mandates to issue and repurchase shares and the proposed re-election of directors at the Original AGM; and (4) the form of proxy enclosed in the Original AGM Circular for use at the Original AGM (the ‘‘Original Form of Proxy’’).

POSTPONEMENT OF ANNUAL GENERAL MEETING

As disclosed in the Original AGM Notice and Original AGM Circular, the Original AGM was originally scheduled to be held at Room A & B2, 11th Floor, Guangdong Investment Tower, No. 148 Connaught Road Central, Sheung Wan, Hong Kong, on Friday, 27 May 2016 at 11: 00 a.m..

Subsequent to the publication of the Original AGM Notice and the dispatch of the Original AGM Circular and the Original Form of Proxy, on 19 May 2016, the Board appointed Ms. Zhu as an executive Director with immediate effect on 19 May 2016. Pursuant to Article 86(3) of the Articles of Association of the Company, Ms. Zhu shall hold office only until the upcoming annual general meeting of the Company and shall then be eligible for re-election.

As the agenda of the Original AGM did not include any resolution regarding Ms. Zhu’s reelection, as a matter of good corporate governance practice, the Board considers that it is desirable for the Company to postpone the Original AGM and to convene the adjourned annual general meeting (the ‘‘Adjourned AGM’’) at the same venue on Thursday, 30 June 2016 at the same time (i.e. 11: 00 a.m.) to enable the inclusion of a new resolution regarding Ms. Zhu’s re-election (the ‘‘Additional Resolution’’).

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The Board further proposed to issue a whole new set of (1) the notice convening the Adjourned AGM (the ‘‘Adjourned AGM Notice’’); (2) the circular relating to the resolutions to be proposed at the Adjourned AGM, including the Additional Resolution (the ‘‘Adjourned AGM Circular’’); and (3) the revised form of proxy for use at the Adjourned AGM (the ‘‘Revised Form of Proxy’’), to shareholders of the Company (‘‘Shareholders’’) as soon as possible but in any event on or before 30 May 2016.

The Board considers that the postponement of the Original AGM and the re-issue of a whole new set of Adjourned AGM Notice, the Adjourned AGM Circular and the Revised Form of Proxy will (i) provide biographical details of Ms. Zhu to enable Shareholders to make an informed decision regarding the Additional Resolution; (ii) allow additional time for Shareholders to consider the Additional Resolution before the holding of the upcoming annual general meeting; and (iii) set out clear guidance to Shareholders as to the treatment of any Original Forms of Proxy already lodged and the lodging of the Revised Form of Proxy.

TREATMENT OF ANY ORIGINAL FORMS OF PROXY ALREADY LODGED

A Shareholder who has already lodged the Original Form of Proxy with the Company’s Hong Kong share registrar, Hong Kong Registrars Limited (the ‘‘Registrar’’), in accordance with the instructions thereon shall note that if he or she does not subsequently lodge the Revised Form of Proxy with the Registrar, then: (i) the Original Form of Proxy will be treated as a valid form of proxy lodged by the relevant Shareholder if correctly completed; and (ii) the proxy appointed by the relevant Shareholder under the Original Form of Proxy will be entitled to vote at his or her discretion or to abstain from voting on any resolution(s) properly put to the Adjourned AGM other than those referred to in the Original AGM Notice and the Original Form of Proxy, including the Additional Resolution.

A shareholder who has not yet lodged the Original Form of Proxy with the Registrar is requested to lodge the Revised Form of Proxy if he or she wishes to appoint proxy(ies) to attend the Adjourned AGM on his or her behalf. In this case, the Original Form of Proxy should not be lodged with the Registrar.

Further details of the treatment of any Original Forms of Proxy already lodged and the lodging of the Revised Form will be set out in the Adjourned AGM Circular, the Adjourned AGM Notice and the Revised Form of Proxy.

CLARIFICATION ON THE BOOK CLOSE DATES

The Original AGM Notice originally specified the following key dates relating to the Original AGM, namely: (a) the register of members of the Company will be closed from Tuesday, 24 May 2016 to Friday, 27 May 2016 (both days inclusive) to facilitate the processing of proxy voting for the Original AGM; (b) all transfers accompanied by the relevant share certificates must be lodged with the Registrar not later than 4: 30 p.m. on Monday, 23 May 2016 in order to qualify the Shareholder for the attendance and voting at the Original AGM; and (c) in order to be valid, the Original Form of Proxy (and 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 Registrar not less than 48 hours before the time appointed for holding the Original AGM (i.e. by 11 a.m. on Wednesday, 25 May 2016).

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Since the Original AGM is now proposed to be postponed to Thursday, 30 June 2016 at 11: 00 a.m., the book close dates, the deadline for the lodge of share transfers and the deadline for the delivery of proxy form are all subject to changes in accordance with the new time schedule of the Adjourned AGM. The new book close dates, the new deadline for the lodge of share transfers and the new deadline for the delivery of proxy form will be disclosed in the Adjourned AGM Notice.

The register of members of the Company has already closed with effect from Tuesday, 24 May 2016 and will continue to close until Friday, 27 May 2016 (both days inclusive).

Yours faithfully By Order of the Board UNIVERSAL TECHNOLOGIES HOLDINGS LIMITED Chen Jinyang Chairman

Hong Kong, 24 May 2016

As at the date of this announcement, the Board comprises:

Executive Directors: Mr. Chen Jinyang (Chairman) Mr. Chau Cheuk Wah (Chief Executive Officer) Mr. Zhou Jianhui Ms. Zhu Fenglian

Non-Executive Director: Ms. Zhang Haimei

Independent Non-Executive Directors: Dr. Cheung Wai Bun, Charles, J.P. Mr. David Tsoi Mr. Chao Pao Shu George

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