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.
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2121)
NOTICE IS HEREBY GIVEN that the annual general meeting (the "AGM") of AInnovation Technology Group Co., Ltd (the "Company") will be held at The North Star Conference Room, 8F, Dinghao Tower Block A, No. 3 Haidian Street, Haidian District, Beijing, PRC on Friday, 15 May 2026 at 9:30 a.m. for the purpose of considering and, if thought fit, passing the following resolutions (of which special resolutions are marked with#):
(a) subject to compliance with the prevailing requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and paragraph (b) below, a general mandate be and is hereby generally and unconditionally given to the Directors of the Company to exercise during the Repurchase Period (as defined below) all the powers of the Company to repurchase its Shares in accordance with all applicable laws, rules and regulations;
(b) the total number of Shares permitted to be repurchased by the Company pursuant to the mandate in paragraph (a) above shall not exceed 10% of the total number of issued shares of the Company (excluding treasury shares) as at the date of passing of this resolution; and
(c) for the purposes of this resolution:
“Repurchase Period” means the period from the passing of this resolution until whichever is the earliest of:
(i) at the end of the 2026 annual general meeting of the Company; or
(ii) the date on which the special resolution passed at the shareholders’ meeting withdraws or amends the mandate mentioned in this resolution.
(a) subject to compliance with the prevailing requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and paragraph (b) below, a general mandate be and is hereby generally and unconditionally given to the directors of the Company to exercise during the Issue Period (as defined below) all the powers of the Company to issue its shares, warrants, convertible bonds or similar rights (including a sale or transfer of treasury shares) to subscribe for any shares or options, warrants of the above convertible bonds in accordance with all applicable laws, rules and regulations;
(b) the approval in paragraph (a) above shall authorise the Company to make an offer, agreement or grant an option to allocate and issue the shares of the Company; the total number of Shares to be allocated and issued shall not exceed 20% of the total number of issued shares of the Company (excluding treasury shares) as at the date of passing of this resolution; and
(c) for the purposes of this resolution:
“Issue Period” means the period from the passing of this resolution until whichever is the earliest of:
(i) at the end of the 2026 annual general meeting of the Company; or
(ii) the date on which the special resolution passed at the shareholders’ meeting withdraws or amends the mandate mentioned in this resolution.
To consider and approve the abolition of the Supervisory Committee and repeal of the Procedural Rules for the Supervisory Committee Meetings;
To consider and approve the amendments to the Procedural Rules for the Shareholders’ Meetings;
To consider and approve the amendments to the Procedural Rules for the Board Meetings; and
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By order of the Board
AINNOVATION TECHNOLOGY GROUP CO., LTD
創新奇智科技集團股份有限公司
Xu Hui
Executive Director and Chief Executive Officer
Hong Kong, 17 April 2026
Notes:
In order to determine the list of shareholders of the Company who are entitled to attend the AGM, the register of members of the Company will be closed from Tuesday, 12 May 2026 to Friday, 15 May 2026, both days inclusive, during which period no transfer of shares of the Company (the "Shares") will be effected. Unregistered holders of Shares of the Company who wish to attend the AGM must lodge the share certificate accompanied by transfer documents 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, Wan Chai, Hong Kong for registration no later than 4:30 p.m. on Monday, 11 May 2026. Shareholders whose names appear on the register of members of the Company on Friday, 15 May 2026 are entitled to attend and vote at the AGM.
Shareholders who are entitled to attend and vote at the AGM may appoint one or more proxies to attend and vote on their behalves. A proxy need not be a member of the Company, but must be present in person at the AGM to represent the member.
The instrument appointing a proxy must be in writing under the hand of a Shareholder or his attorney duly authorised in writing. If the Shareholder is a corporation, that instrument must be either under its common seal or under the hand of its director(s) or duly authorised attorney(s). If that instrument is signed by an attorney of the Shareholder, the power of attorney authorising that attorney to sign or other authorisation document must be notarised.
In order to be valid, the proxy form together with the notarised power of attorney or other authorisation document (if any) must 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 fixed for the holding of the AGM (i.e. before 9:30 a.m. on Thursday, 14 May 2026) or any adjournment thereof (as the case may be). Completion and return of the form of proxy will not preclude Shareholders from attending and voting in person at the AGM or any adjournment thereof should they so wish.
The aforesaid resolutions 1 to 4, resolution 7 and resolutions 9 to 11 are ordinary resolutions to be passed by the affirmative votes representing over half of the total number of Shares held by the Shareholders attending the AGM with voting rights; the resolutions 5 to 6 and resolution 8 are special resolutions to be passed by the affirmative votes representing over two thirds of the total number of Shares held by the Shareholders attending the AGM with voting rights.
The AGM is expected to last for half a day. Shareholders or their proxies shall produce their identity documents when attending the AGM (or any adjournment thereof). Shareholders or their proxies attending the AGM shall be responsible for their own travel and accommodation expenses.
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For details of the resolutions, please refer to the circular of the Company dated 17 April 2026 (the “Circular”) and the 2025 annual report of the Company published by the Company on the websites of the Hong Kong Stock Exchange (https://www.hkexnews.hk) and the Company (https://www.ainnovation.com/) on 17 April 2026.
If the attending shareholder is a corporation, its legal representative shall produce his/her identity card, valid certificate and share certificate which can prove his/her qualification as a legal representative; if the proxy attends the meeting, the proxy shall produce his/her identity card and the written power of attorney duly issued by the relevant Shareholder.
References to dates and time in this notice are to Hong Kong dates and time.
As at the date of this announcement, the Board of the Company comprises Mr. Xu Hui as executive director, Dr. Kai-Fu Lee, Mr. Wang Hua and Mr. Wang Jinqiao as non-executive directors, Mr. Xie Deren, Ms. Ko Wing Yan Samantha and Ms. Jin Keyu as independent non-executive directors.