SMART CITY Development Holdings Limited has issued a circular convening an annual general meeting on 28 August 2026 at 4:30 p.m. in Central, Hong Kong. Shareholders will vote on a series of corporate actions that collectively refresh the company’s financing flexibility, board composition and constitutional framework. Key agenda items include:

1. Capital Mandates • A new general mandate will allow the board to issue up to 57.60 million new shares—20% of the existing 288.00 million issued shares of HK$0.125 par value (excluding any treasury shares). • A separate mandate will authorise on-market repurchases of up to 28.80 million shares, equivalent to 10% of the current share base. • An extension resolution would aggregate the repurchased shares to the issuance mandate, preserving headroom for further placements.

2. Board and Auditor Proposals • Executive director Ms Wong Tsz Ki and independent non-executive director Mr Wong Yuk Lun Alan are standing for re-election. The nomination committee confirms compliance with independence criteria for Mr Wong. • Baker Tilly Hong Kong Limited is proposed for re-appointment as auditor for FY 2026/27, with an expected audit fee of HK$0.90 million.

3. Constitutional Update • Shareholders will consider adopting a fourth amended and restated Memorandum and Articles of Association. Revisions address (i) the Hong Kong treasury-share regime, (ii) the upcoming uncertificated-securities market framework, and (iii) other GEM Listing Rule and Cayman Islands law updates. Legal counsel has confirmed compliance with all relevant regulations.

4. Administrative Details • The register of members closes from 25 to 28 August 2026 (both days inclusive). Share transfers must be lodged by 4:30 p.m. on 24 August 2026 to qualify for meeting attendance. • All resolutions will be decided by poll; treasury shares, if any, will carry no voting rights.

If each resolution passes, the company will regain the flexibility to fund growth through equity, actively manage its capital structure via buy-backs, retain experienced leadership and modernise its governance documents to align with evolving regulatory standards.