COFCO Joycome Foods Limited has announced plans to merge its direct wholly owned subsidiary Zhuo Mao Ltd. into the parent company. The Board approved the internal reorganisation on 24 September 2026 and has called an extraordinary general meeting (EGM) for 10:00 a.m. on 16 October 2026 at the group’s Beijing headquarters to seek shareholder approval via special resolution.

Key Transaction Terms • Structure: Statutory merger under Cayman Islands and British Virgin Islands (BVI) law between COFCO Joycome (surviving company) and Zhuo Mao (BVI). • Consideration: Nil. All issued shares of Zhuo Mao—100 % owned by COFCO Joycome—will be cancelled on the effective date. • Asset & Liability Transfer: All assets, rights and liabilities of Zhuo Mao will automatically vest in COFCO Joycome; the subsidiary will cease to exist post-merger. • Capital Position: No change to COFCO Joycome’s authorised or issued share capital, share certificates, shareholder base or listing status on the Hong Kong Stock Exchange.

Strategic Rationale Management cites simplification of the group’s corporate structure, lower administrative and maintenance costs and enhanced operational efficiency as primary benefits. The Board deems the terms fair and in the best interests of shareholders.

Financial Impact Beyond professional, filing and implementation expenses, the transaction is not expected to have a material adverse effect on the group’s consolidated financial position or operations. COFCO Joycome will assume the subsidiary’s liabilities directly after completion.

Regulatory & Procedural Milestones • Director approvals for both entities have been secured. • Outstanding conditions include: shareholder approval at the EGM, statutory filings with the Cayman and BVI registrars, satisfaction of solvency and creditor notification requirements, and absence of legal impediments. • The merger will take effect on the date the Cayman Plan of Merger is registered, no later than 90 days post-registration.

Listing Rules Position As an intra-group restructuring with no change in ultimate economic interests, the merger falls outside Hong Kong Listing Rules’ notifiable and connected transaction requirements. Nevertheless, shareholder consent is required under Cayman law.

EGM & Timetable Highlights • EGM: 16 October 2026, 10:00 a.m., Conference Room Joycome, 8/F COFCO Fortune Plaza, Beijing. • Register of members closed: 13–16 October 2026 (inclusive); record date 16 October 2026. • Proxy forms must be lodged with Tricor Investor Services by 10:00 a.m. on 14 October 2026.

The Board unanimously recommends shareholders vote in favour of the merger resolution. The company cautions that completion remains subject to the fulfilment of all statutory and shareholder conditions.