WH Group Limited — Share Issue/Capital Change 2026

Jan 2, 2026

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Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

For the month ended:	31 December 2025		Status:						New Submission
To : Hong Kong Exchanges and Clearing Limited
Name of Issuer:	China Baoli Technologies Holdings Limited
Date Submitted:	02 January 2026
	I. Movements in Authorised / Registered Share Capital
1. Class of shares	Ordinary shares		Type of shares	Not applicable			Listed on the Exchange (Note 1)		Yes
Stock code (if listed)	00164		Description
	Number of authorised/registered shares				Par value			Authorised/registered share capital
Balance at close of preceding month			65,000,000,000	HKD	0.01			650,000,000
Increase / decrease (-)							HKD
Balance at close of the month			65,000,000,000	HKD	0.01 HKD				650,000,000

Total authorised/registered share capital at the end of the month: HKD 650,000,000

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II. Movements in Issued Shares and/or Treasury Shares

1. Class of shares	Ordinary shares	Type of shares		Not applicable		Listed on the Exchange (Note 1)		Yes
Stock code (if listed)	00164		Description		Ordinary shares
			Number of issued shares (excluding treasury shares)		Number of treasury shares	Total number of issued shares
Balance at close of preceding month			291,052,723		0			291,052,723
Increase / decrease (-)
Balance at close of the month			291,052,723		0			291,052,723

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III. Details of Movements in Issued Shares and/or Treasury Shares

(A). Share Options (under Share Option Schemes of the Issuer)

	1. Class of shares	Ordinary shares		Type of shares		Not applicable			Listed on the Exchange (Note 1)			Yes
	Stock code (if listed)	00164			Description
	Particulars of share option scheme	Number of share options outstanding at close of preceding month		Movement during the month			Number of share options outstanding at close of the month	Number of new shares issued during the month pursuant thereto (A1)	Number of treasury shares transferred out of treasury during the month pursuant thereto (A2)		Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month	The total number of shares which may be issued or transferred out of treasury upon exercise of all share options to be granted under the scheme at close of the month
1).	Share Option Scheme adopted on 30 September 2021	3,893,125						3,893,125
	General Meeting approval date (if applicable)	30 September 2021
	2. Class of shares	Ordinary shares		Type of shares		Not applicable			Listed on the Exchange (Note 1)			Yes
	Stock code (if listed)	00164		Description
	Particulars of share option scheme	Number of share options outstanding at close of preceding month		Movement during the month				Number of share options outstanding at close of the month	Number of new shares issued during the month pursuant thereto (A1)	Number of treasury shares transferred out of treasury during the month pursuant thereto (A2)		Number of shares which may be issued or transferred out of treasury pursuant thereto as at close of the month	The total number of shares which may be issued or transferred out of treasury upon exercise of all share options to be granted under the scheme at close of the month
1).	Share Option Scheme adopted on 30 September 2025	23,190,000						23,190,000
General Meeting approval date (if applicable) 30 September 2025
				Increase in issued shares (excluding treasury shares):						Ordinary shares (AA1)
Decrease in treasury shares:								Ordinary shares (AA2)

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Total funds raised during the month from exercise of options:

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(C). Convertibles (i.e. Convertible into Shares of the Issuer)

1. (	Class of shares	Ordinary	shares		Type of s	shares Not applicable		ot applicable	Listed on the E		xchange (Note 1)		Yes
Sto	ck code (if listed)	00164			Descripti	on							•	'
	Description of the Convertibl	Description of the Convertibles Currency Amount at close of preceding month		Movement during the month		An	nount at close of the month	Number of new shares issued during the month pursuant thereto (C1) Number of new shares shares transtreasury dur pursuant to		erred out of g the month			or easury as at
1).	3-year Convertible Bonds at an intere per annum (pursuant to the Subscripti Agreement dated 29 March 2023)(the Convertible Bonds")	ion	RMB		20,000,000					20,000,000
Тур	e of the Convertibles	Bond/N	otes
	ck code of the Convertibles sted on the Exchange) (Note 1)					-
Sub	scription/Conversion price	HKD			2.25
	eral Meeting approval date pplicable)	16 June	e 2023			-
2. 0	Class of shares	Ordinary	shares		Type of s	shares	No	ot applicable		Listed on the Ex	change (Note 1)		Yes
Sto	ck code (if listed)	00164			Descripti	on				I			I
	Description of the Convertibl	es	Currency	Amount at preceding		Mov	veme	ent during the month	Amount at close of the		Number of new shares issued during the month pursuant thereto (C1)	Number of shares transfe treasury during pursuant the	erred out of g the month	ma transfe pursu	er of shares ay be issued erred out of tr uant thereto se of the mo	or easury as at
1).	3-year Convertible Bonds (pursuant to Subscription Agreements dated 12 Ju "3-year GM 5% Convertible Bonds")		HKD		6,000,000					6,000,000
Тур	e of the Convertibles	Bond/N	otes
	ck code of the Convertibles sted on the Exchange) (Note 1)					-
Sub	scription/Conversion price	oversion price HKD 4
	eral Meeting approval date pplicable)					-

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					1
3. (	Class of shares	ass of shares Ordinary shares Type of		Type of s	shares	Not applicable		Listed on the Exchange (Note 1)			Yes
Sto	ock code (if listed)	00164	Description			on
	Description of the Convertible	es	S Currency Amount at close of preceding month		Mov	lovement during the month		ount at close of the month	Number of new shares issued during the month pursuant thereto (C1)	e month shares transferred out of		Number of share may be issue transferred out of pursuant theref close of the n	ed or treasury o as at
1).	per annum (pursuant to the Settlemen	year Convertible Bonds at an interest rate of 4% er annum (pursuant to the Settlement Agreement ated 11 April 2024)(the "5-year SM Convertible onds")						128,370,000
Тур	e of the Convertibles	Bond/N	otes
	ck code of the Convertibles sted on the Exchange) (Note 1)
Sub	scription/Conversion price	HKD			11.9024
	neral Meeting approval date pplicable)	10 Octo	ober 2024
				Increase i	n issued s	hares (excl	uding treasury shares):			Ordinar	y shares (Co	C1)
						Decre	ase in treasury shares:			Ordinar	y shares (Co	C2)

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(D). Any other Agreements or Arrangements to Issue Shares of the Issuer, including Options (other than Share Option Schemes) Not applicable

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(E). Other Movements in Issued Shares and/or Treasury Shares		Not applicable
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Total increase/ decrease (-) in issued shares (excluding treasury shares) during the month (i.e. Total of AA1 to EE1):	Ordinary shares
Total increase/ decrease (-) in treasury shares during the month (i.e. Total of AA2 to EE2):	Ordinary shares

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IV. Information about Hong Kong Depositary Receipt (HDR) Not applicable

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V. Confirmations

Pursuant to Main Board Rule 13.25C / GEM Rule 17.27C, we hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued, or the treasury shares sold or transferred by the issuer during the month as set out in Parts III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and carried out in compliance with all applicable listing rules, laws and other regulatory requirements and, insofar as applicable:

(Note 4)

• (i) all money due to the listed issuer in respect of the issue of securities, or sale or transfer of treasury shares has been received by it;
• (ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under "Qualifications of listing" have been fulfilled;
• (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;
• (iv) all the securities of each class are in all respects identical (Note 5);
• (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with all other legal requirements;
• (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue, sale or transfer;
• (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and
• (viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

Submitted by:	Lam Sze Man
Title:	Director and Secretary
	(Director, Secretary or other Duly Authorised Officer)

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Notes

• 1. The Exchange refers to The Stock Exchange of Hong Kong Limited.
• 1. In the case of repurchase of shares (shares repurchased and cancelled) and redemption of shares (shares redeemed and cancelled), "date of event" should be construed as "cancellation date".

In the case of repurchase of shares (shares held as treasury shares), "date of event" should be construed as "date on which shares were repurchased and held by the issuer in treasury".

• 1. The information is required in the case of repurchase of shares (shares repurchased for cancellation but not yet cancelled) and redemption of shares (shares redeemed but not yet cancelled). Please state the number of shares repurchased or redeemed during the month or in preceding month(s) but pending cancellation as at close of the month as a negative number.
• 1. Items (i) to (viii) are suggested forms of confirmation. The listed issuer may amend the item(s) that is/are not applicable to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, or the treasury shares sold or transferred, no further confirmation is required to be made in this return.
• 1. "Identical" means in this context:
• . the securities are of the same nominal value with the same amount called up or paid up;
• . they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and
• . they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.

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