Zhixin Group Holding Limited has issued its circular and notice for the Annual General Meeting (AGM), scheduled for 3 June 2026 at 2:00 p.m. in Hong Kong.

Key AGM Resolutions 1. Board Composition • Executive directors Mr Lai Quanshui and Mr Huang Kaining, together with independent non-executive director Mr Cai Huinong, will retire by rotation and stand for re-election. • The Nomination Committee has assessed all three candidates and supports their re-appointment, confirming Mr Cai’s independence under Listing Rule 3.13.

2. General Mandates • Issuance Mandate: Directors seek authority to issue, allot or deal with up to 20% of issued share capital, equal to a maximum of 179.52 million shares (based on 897.60 million shares in issue as of 21 April 2025 and assuming no change before the AGM). • Share Repurchase Mandate: Authority to repurchase up to 10% of issued shares, representing 89.76 million shares on the same basis. The mandate allows holding repurchased shares as treasury stock or cancelling them, subject to regulatory constraints. • Extension: An additional resolution will extend the Issuance Mandate by the number of shares actually repurchased under the Share Repurchase Mandate.

3. Auditor • Crowe (HK) CPA Limited is nominated for re-appointment as external auditor for FY 2026, with an estimated audit fee of RMB 1.50 million, unchanged from the previous year.

Shareholding Impact • Full utilisation of the buy-back mandate would raise controlling shareholder Mr Ye Zhijie’s stake from 30.60% to approximately 34.01%, potentially triggering a mandatory offer under the Takeovers Code; the Board does not intend to repurchase shares to that extent. • The company confirms no share repurchases have been made in the six months preceding 21 April 2025.

Logistics • The register of members closes from 28 May to 3 June 2026 (both days inclusive). Shareholders must lodge transfers by 4:30 p.m. on 27 May 2026 to qualify for attendance and voting rights. • Proxy forms must be submitted to Tricor Investor Services Limited by 2:00 p.m. on 1 June 2026. All AGM resolutions will be decided by poll.

Recommendation The Board recommends shareholders vote in favour of all proposed resolutions, citing alignment with the company’s strategic flexibility and governance continuity.