Zhejiang Leapmotor Technology Co., Ltd. — Proxy Solicitation & Information Statement 2025

Nov 18, 2025

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

LEAPMOTOR

ZHEJIANG LEAPMOTOR TECHNOLOGY CO., LTD.

浙江零跑科技股份有限公司

(A joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 9863)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “EGM”) of Zhejiang Leapmotor Technology Co., Ltd. (the “Company”), will be held at Meeting Room 5, 1/F Conference Center, Xintu Building, No. 451 Wulianwang Street, Binjiang District, Hangzhou, Zhejiang Province, China on Monday, December 8, 2025 at 15:00 p.m. for the purpose of considering, and if thought fit, passing with or without amendments, the following resolutions:

ORDINARY RESOLUTIONS

1. To consider and approve the resolution on the change of Director:

1.1 To remove Mr. Douglas Ostermann from the position of non-executive Director.

1.2 To elect Mr. Davide Mele as a non-executive Director.

1. To consider and approve the resolution on increase of the overall credit line applied for by the Company and its branches/subsidiaries from banks.

2. To consider and approve the resolution on 2025 Share Option Scheme.

"THAT:

subject to and conditional upon the Listing Committee of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") granting approval for the listing of, and permission to deal in, the H Shares of the Company (the "H Shares") which may fall to be issued and allotted pursuant to the exercise of any options which may be granted under the new share option scheme of the Company (the "2025 Share Option Scheme"), the rules of which are contained in the document marked "A" produced to the meeting and signed by the chairman of the meeting for identification purpose, the 2025 Share Option Scheme and the Share Option Scheme Mandate Limit (as defined in the circular dated November 18, 2025 issued by the Company,

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i.e. 32,000,000 H Shares (representing 2.83% of the total number of H Shares (excluding treasury shares) and approximately 2.25% of the total number of Shares in issue (excluding treasury shares) as at the date of the passing of this resolution)) be and is hereby approved and adopted and the board of directors of the Company (or Chief Executive Officer, a committee or any other authorized agent(s) as deemed appropriate at the sole discretion of the Board) be and are hereby authorised to take all such steps and attend all such matters, approve and execute (whether under hand or under seal) such documents and do such other things, for and on behalf of the Company, as the board of directors of the Company (or Chief Executive Officer, a committee or any other authorized agent(s) as deemed appropriate at the sole discretion of the Board) may consider necessary, desirable or expedient to effect and implement the 2025 Share Option Scheme, including without limitation:

(a) administering the 2025 Share Option Scheme in accordance with the rules of the 2025 Share Option Scheme under which Options will be granted to participants eligible under the 2025 Share Option Scheme to subscribe for H Shares;

(b) modifying and/or amending the 2025 Share Option Scheme from time to time provided that such modification and/or amendment is effected in accordance with the provisions of the 2025 Share Option Scheme relating to modification and/or amendment and the requirements of the Rules Governing the Listing of Securities on the Stock Exchange (the "Listing Rules");

(c) granting options to subscribe for H Shares under the 2025 Share Option Scheme and allotting and issuing from time to time such number of H Shares as may be required to be issued pursuant to the exercise of the options that may be granted under the 2025 Share Option Scheme and subject to the Listing Rules;

(d) making application at the appropriate time or times to the Stock Exchange, and any other stock exchanges upon which the issued H Shares may for the time being be listed, for the listing of, and permission to deal in, any new H Shares or any part thereof that may hereafter from time to time be allotted and issued pursuant to the exercise of the options granted under the 2025 Share Option Scheme; and

(e) consenting, if it so deems fit and expedient, to such conditions, modifications and/or variations as may be required or imposed by the relevant authorities in relation to the 2025 Share Option Scheme."

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SPECIAL RESOLUTIONS

1. To consider and approve the resolution on increase of the guarantee limit for wholly-owned and holding subsidiaries.

2. To consider and approve the resolution on amendments to the Articles of Association.

By order of the Board

Zhejiang Leapmotor Technology Co., Ltd.

Mr. Zhu Jiangming

Founder, Chairperson of the Board and

Chief Executive Officer

Hong Kong, November 18, 2025

As at the date hereof, the executive Directors of the Company are Mr. Zhu Jiangming, Mr. Cao Li and Mr. Zhou Hongtao; the non-executive Directors of the Company are Mr. Grégoire Olivier, Mr. Douglas Ostermann and Mr. Jin Yufeng; and the independent non-executive Directors of the Company are Mr. Fu Yuwu, Ms. Drina C Yue and Mr. Shen Linhua.

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Notes:

a. All resolutions at the meeting will be taken by poll (except where the chairman decides to allow a resolution relating to a procedural or administrative matter to be voted on by a show of hands) pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”). The results of the poll will be published on the websites of Hong Kong Exchanges and Clearing Limited and the Company in accordance with the Listing Rules.

b. Any shareholder of the Company entitled to attend and vote at the meeting is entitled to appoint another person as proxy to attend and vote instead of him/her/it. A proxy need not be a member of the Company. A shareholder who is the holder of two or more shares of the Company may appoint any number of proxies to represent him/her/it to attend and vote on his/her/its behalf. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.

c. Where there are joint registered holders of any share, any one of such joint holders may vote at this meeting, either personally or by proxy, in respect of such share as if he/she/it were solely entitled thereto; but if more than one of such joint holders be present at the meeting personally or by proxy, that one of the said persons so present being the most or, as the case may be, the more senior shall alone be entitled to vote in respect of the relevant joint holding and, for this purpose, seniority shall be determined by reference to the order in which the names of the joint holders stand on the register of members of the Company in respect of the relevant joint holding.

d. In order to be valid, the form of proxy together with the power of attorney or other authority, if any, under which it is signed, or a notarized copy of that power or authority, must be deposited at the Company’s H Share registrar, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong (for holders of H Shares) or the Company’s registered office in the PRC at 1/F, No. 451 Wulianwang Street, Binjiang District, Hangzhou, Zhejiang Province, China (for holders of Domestic Shares) not less than 24 hours before the time appointed for holding the meeting (i.e. not later than 15:00 p.m. on Sunday, December 7, 2025) or any adjournment thereof. Delivery of the form of proxy shall not preclude a member of the Company from attending and voting in person at the meeting and, in such event, the form of proxy shall be deemed to be revoked.

e. For the purpose of determining the identity of the holders of H Shares entitled to attend and vote at the meeting, the register of members of the Company will be closed from Wednesday, December 3, 2025 to Monday, December 8, 2025, both dates inclusive, during which period no transfer of H Shares will be registered. In order to be eligible to attend and vote at the meeting, unregistered holders of H Shares of the Company shall ensure that all transfer documents accompanied by the relevant share certificates must be lodged with the Company’s H Share registrar, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong for registration not later than 4:30 p.m. on Tuesday, December 2, 2025 (Hong Kong time), being the last registration date.

f. References to time and dates in this notice are to Hong Kong time and dates.

g. If a tropical cyclone warning signal number 8 or above is hoisted, or “extreme conditions” caused by super typhoons or a black rainstorm warning is/are in force at 15:00 p.m. on December 8, 2025, the EGM will not be held on December 8, 2025 but will be postponed to a later date and if postponed, the Company will as soon as practicable post an announcement on the websites of Hong Kong Exchanges and Clearing Limited and the Company.