Xinjiang Xinxin Mining Industry Co., Ltd. — Proxy Solicitation & Information Statement 2024

Nov 5, 2024

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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Xinjiang Xinxin Mining Industry Co., Ltd.[*] 新疆新鑫礦業股份有限公司 (a joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock code: 3833)

NOTICE OF THE 2024 EGM

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (“ EGM ”) of Xinjiang Xinxin Mining Industry Co., Ltd. (the “ Company ”) will be held at 12:00 p.m. on Friday, 20 December 2024 at Conference Room, 6/F, No. 501, Fusion South Road, Cooperation Zone, Economic and Technological Development Zone, Urumqi, Xinjiang, the People’s Republic of China to consider and, if thought fit, to pass the following resolutions:

Unless otherwise defined, capitalized terms used in this notice and the following resolution shall have the same meanings as those defined in the circular of the Company dated 5 November 2024.

ORDINARY RESOLUTIONS

1. To consider and approve the renewed Master Mutual Supply Agreement Between Xinjiang Non-ferrous Metal Industry (Group) Ltd. ( 新疆有色金屬工業（集 團）有限責任公司 ) and Xinjiang Xinxin Mining Industry Co., Ltd. and all transactions contemplated thereunder. Any one director of the Company be and is hereby authorised to do all such acts and things and execute such other documents as he in his sole and absolute discretion deems necessary, desirable or expedient in relation to the implementation of the above (if necessary);

2. To consider and approve the Renewed Annual Caps of the provision of Construction Services, the Supporting and Ancillary Services and the Company’s Products for the three years ending 31 December 2027 under the renewed Master Mutual Supply Agreement Between Xinjiang Non-ferrous Metal Industry (Group) Ltd.* ( 新疆有色金屬工業（集團）有限責任公司 ) and Xinjiang Xinxin

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Mining Industry Co., Ltd.*. Any one director of the Company be and is hereby authorised to do all such acts and things and execute such other documents as he in his sole and absolute discretion deems necessary, desirable or expedient in relation to the implementation of the above (if necessary);

1. To consider and approve the proposed re-designation of Mr. Qi Xinhui from an executive Director to a non-executive Director for a term commencing from 20 December 2024 and ending on 13 October 2026;

SPECIAL RESOLUTIONS

1. To consider and approve the proposed amendments to the Articles of Association;

2. To consider and approve the proposed amendments to Rules of Procedures of the Shareholders’ General Meeting;

3. To consider and approve the proposed amendments to Rules of Procedures of the Board of Directors;

4. To consider and approve the proposed amendments to Rules of Procedures of the Supervisory Committee.

By order of the Board Wu Ning, Lam Siu Wing Joint Company Secretaries

Xinjiang, the PRC 5 November 2024

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Notes:

1. Closure of register of members and eligibility for attending the EGM

The register of members of the Company will be closed from Wednesday, 20 November 2024 to Friday, 20 December 2024 (both days inclusive), during which time no share transfers will be registered. In order to be eligible to attend the EGM, instruments of transfer accompanied by share certificates and other appropriate documents must be lodged 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, Wanchai, Hong Kong no later than 4:30 p.m. on Tuesday, 19 November 2024. Shareholders of the Company whose names appear on the register of members of the Company at the opening of business on Friday, 20 December 2024 are entitled to attend the EGM.

2. Notice of attendance

Shareholders who intend to attend the EGM should complete and lodge the accompanying reply slip and return it to the Company’s H Share registrar, Computershare Hong Kong Investor Services Limited, on or before 4:30 p.m. on Friday, 29 November 2024. The reply slip may be delivered by hand, by post or by fax to the Company’s H Share registrar. Completion and return of the reply slip does not affect the right of a shareholder of the Company to attend the EGM.

3. Proxy

Every shareholder of the Company who has the right to attend and vote at the EGM is entitled to appoint one or more proxies, whether or not they are members of the Company, to attend and vote on his behalf at the EGM.

A proxy must be appointed by an instrument in writing and signed by the appointer or his attorney duly authorised in writing. If the appointer is a legal person, then the instrument shall be signed under a legal person’s seal or signed by its director or an attorney duly authorised in writing. The instrument appointing the proxy shall be deposited at the Company’s H Share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, not less than 24 hours before the time appointed for the holding of the EGM. If the instrument appointing the proxy is signed by a person authorised by the appointer, the power of attorney or other document of authority under which the instrument is signed shall be notarised. The notarised power of attorney or other document of authority shall be deposited together and at the same time with the instrument appointing the proxy at the Company’s H Share registrar. Return of a form of proxy will not preclude a shareholder of the Company from attending in person and voting at the EGM if he so wishes.

If more than one proxy is appointed, such proxies shall only be entitled to vote by poll. Shareholders or their proxies are required to produce their identification documents when attending the EGM.

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4. Others

Pursuant to Rule 13.39(4) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”), all votes at the general meeting will be taken by poll and the Company will announce the results of the poll in the manner prescribed under Rule 13.39(5) of the Listing Rules.

The EGM is expected to last for approximately one and a half hours. Shareholders and their proxies attending the meeting shall be responsible for their own travelling and accommodation expenses.

As at the date of this notice, the executive directors of the Company are Mr. Qi Xinhui and Mr. Chen Yin; the non-executive directors of the Company are Mr. Zhou Chuanyou, Mr. Wang Lijian, Ms. Chen Yang and Mr. Hu Chengye; and the independent non-executive directors of the Company are Mr. Hu Benyuan, Mr. Huang Yong and Mr. Lee Tao Wai.

• For identification purposes only

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