Seres Group has released its circular for the 2025 Annual General Meeting (AGM), slated for 22 April 2026 in Chongqing. Key proposals requiring shareholder approval are as follows:

1. Cash Dividend • Board recommends a final dividend of RMB 0.80 per share (tax inclusive), equivalent to an aggregate payout of RMB 1.39 billion based on the 1.74 billion issued shares at 31 December 2025. • Including interim distributions, total cash dividends for FY2025 will reach RMB 1.90 billion, representing 31.90% of attributable net profit.

2. Capital Management Mandates • General share issue mandate: Board may issue, allot or transfer up to 20% of issued share capital (excluding treasury shares) during the mandate period. • H-share repurchase mandate: Authority to buy back up to 10% of issued H shares on the Hong Kong Stock Exchange. • Separate A-share buyback plan: Company targets RMB 1.00–2.00 billion to repurchase 6.67–13.33 million A shares (0.38%–0.77% of share capital) via on-market trading at prices not exceeding RMB 150 per share, with all repurchased shares to be cancelled.

3. Auditor Re-appointment • Deloitte Touche Tohmatsu Certified Public Accountants LLP (PRC) and Deloitte Touche Tohmatsu (Hong Kong) are proposed to continue as financial statement auditors for FY2026; Deloitte CPA will also audit internal controls. Fees are set at RMB 2.20 million for mainland work (RMB 1.55 million financial audit, RMB 0.65 million internal control) and RMB 3.50 million for Hong Kong statutory audit.

4. Governance & Board Changes • Comprehensive amendments proposed to the Articles of Association, Board procedural rules and remuneration management system. • Board refresh: shareholders to elect 12 directors (seven non-independent and five independent) for the sixth Board term; Yin Xianzhi is designated as the executive director to act as legal representative. • 2026 remuneration for non-independent directors will comprise position-based salary, performance pay and long-term incentives; directors without executive duties will not receive director fees.

5. Shareholder Return Roadmap 2026-2028 • Company reiterates a cash-focused distribution policy with a baseline payout of no less than 20% of annual distributable profit, committing to at least one dividend per year and potential interim dividends.

6. Risk Management & Guarantees • Proposal to cap 2026 external guarantees at up to RMB 6.00 billion, limited to subsidiaries within the consolidated group; no guarantees to third parties outside the group are planned.

Seres Group’s AGM notice confirms no shareholders are required to abstain from voting. H-shareholders registered by 17 April 2026 may vote in person or by proxy, with proxy forms due 24 hours before the meeting time.