Wuxi Sunlit Science and Technology : CIRCULAR OF 2020 ANNUAL GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in doubt as to any aspect of this circular or as to the action to be taken, you should consult a stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in 無錫盛力達科技股份有限公司 (Wuxi Sunlit Science and Technology Company Limited*) (the ''Company''), you should at once hand this circular, together with the accompanying form of proxy and reply slip to the purchaser or the transferee, or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

無 錫 盛 力 達 科 技 股 份 有 限 公 司

Wuxi Sunlit Science and Technology Company Limited*

(A joint stock company established in the People's Republic of China with limited liability)

(Stock Code: 1289)

REPORT OF THE DIRECTORS FOR THE YEAR 2020,

REPORT OF THE BOARD OF SUPERVISORS FOR THE YEAR 2020,

ANNUAL REPORT FOR THE YEAR 2020,

THE GROUP'S AUDITED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR 2020,

PROFIT DISTRIBUTION PLAN FOR THE YEAR 2020,

EXTERNAL AUDITOR'S FEES FOR THE YEAR 2020,

RE-APPOINTMENT OF PRICEWATERHOUSECOOPERS

AS THE COMPANY'S EXTERNAL AUDITOR,

RE-ELECTION AND APPOINTMENT OF DIRECTORS,

RE-ELECTION OF SUPERVISORS,

PURCHASE OF DIRECTORS' LIABILITY INSURANCE, PURCHASE OF WEALTH MANAGEMENT PRODUCTS WITH TEMPORARY IDLE PROCEEDS

AND

NOTICE OF ANNUAL GENERAL MEETING

A notice convening the annual general meeting of the Company (the ''AGM'') to be held at 1 Yanxin Road East, Huishan Economic Development Zone, Wuxi, Jiangsu Province, the People's Republic of China (the ''PRC'') at 10 : 00 a.m. on Friday, 18 June 2021 is set out on pages 13 to 16 of this circular. Whether or not you are able to attend and vote at the AGM, you are requested to complete and return the form of proxy in accordance with the instructions printed thereon to the H Share registrar and transfer office of the Company in Hong Kong, Union Registrars Limited, at Suites 3301-04, 33/F., Two Chinachem Exchange Square, 338 King's Road, North Point, Hong Kong (in respect of H Shares), or to the Company's registered office in the PRC at 1 Yanxin Road East, Huishan Economic Development Zone, Wuxi, Jiangsu Province, PRC (in respect of Domestic Shares) as soon as possible but in any event by not later than 24 hours before the time appointed for holding of the AGM or any adjournment thereof. Completion and return of the form of proxy shall not preclude you from attending and voting in person at the AGM or any adjourned meeting should you so wish.

• For identification purposes only

29 April 2021

CONTENTS

Page DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 NOTICE OF 2020 ANNUAL GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13

APPENDIX I - RE-ELECTION AND APPOINTMENT OF DIRECTORS

AND RE-ELECTION OF SUPERVISORS . . . . . . . . . . . . . . . . . . . I-1

- i -

DEFINITIONS

In this circular, the following expressions have the meanings set out below unless the context requires otherwise.

''AGM''	the annual general meeting of the Company to be held at 1
	Yanxin Road East, Huishan Economic Development Zone,
	Wuxi, Jiangsu Province, PRC at 10 : 00 a.m. on Friday, 18 June
	2021, or any adjournment thereof
''AGM Notice''	the notice of the AGM as set out on pages 13 to 16 of this
	circular
''Articles of	the articles of association of the Company, as amended,
Association''	supplemented or otherwise modified from time to time
''Board''	the board of Directors
''Company''	無錫盛力達科技股份有限公司 (Wuxi Sunlit Science and
	Technology Company Limited*), a joint stock company
	incorporated in the PRC with limited liability
''Director(s)''	the director(s) of the Company
''Domestic Share(s)''	the domestic share(s) in the share capital of the Company with a
	par value of RMB1.00 each, which are subscribed for in
	Renminbi by investors inside the PRC
''Group''	the Company and its subsidiaries
''H Share(s)''	the overseas listed foreign invested share(s) in the share capital of
	the Company with a par value of RMB1.00 each, which are
	subscribed for and traded in Hong Kong Dollar and listed on
	The Stock Exchange of Hong Kong Limited
''H Share Registrar''	Union Registrars Limited
''HKD'' or ''HK$''	Hong Kong dollars, the lawful currency of Hong Kong
''Hong Kong''	the Hong Kong Special Administrative Region of the PRC
''Latest Practicable	21 April 2021, being the latest practicable date prior to printing
Date''	of this circular for the purpose of ascertaining certain
	information in this circular
''Listing Rules''	the Rules Governing the Listing of Securities on the Stock
	Exchange, as amended, supplemented or otherwise modified
	from time to time
''Nomination	the nomination committee of the Board
Committee''

- 1 -

DEFINITIONS

''PRC''	The People's Republic of China which, for the purpose of this
	circular, excludes Hong Kong, Macau Special Administrative
	Region of the PRC and Taiwan
''RMB'' or ''Renminbi''	Renminbi, the lawful currency of the PRC
''Share(s)''	the Domestic Share(s) and the H Share(s)
''Shareholder(s)''	holder(s) of the Shares
''Stock Exchange''	The Stock Exchange of Hong Kong Limited
''Supervisor(s)''	the supervisor(s) of the Company

For ease of reference, the names of the PRC-incorporated companies and entities as well as PRC applicable laws and regulations have been included in this circular in both the Chinese and English languages. In the event of any inconsistency, the Chinese names shall prevail.

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LETTER FROM THE BOARD

無 錫 盛 力 達 科 技 股 份 有 限 公 司

Wuxi Sunlit Science and Technology Company Limited*

(A joint stock company established in the People's Republic of China with limited liability)

(Stock Code: 1289)

Executive Directors:	Registered office and
Mr. Zhang Degang (Chairman)	headquarters in the PRC:
Mr. Zhang Deqiang	1 Yanxin Road East
	Huishan Economic Development Zone
Non-executive Directors:	Wuxi
Ms. Zhang Jinghua	Jiangsu Province
Mr. Gao Feng	PRC
Independent non-executive Directors:	Principal place of business
Mr. Liu Chaojian	in Hong Kong:
Mr. Ho Yuk Ming, Hugo	Suite 2703, 27th Floor
Mr. Gao Fuping	Shui On Centre
	6-8 Harbour Road
	Wanchai
	Hong Kong
	29 April 2021

To the Shareholders,

Dear Sir/Madam,

REPORT OF THE DIRECTORS FOR THE YEAR 2020,

REPORT OF THE BOARD OF SUPERVISORS FOR THE YEAR 2020,

ANNUAL REPORT FOR THE YEAR 2020,

THE GROUP'S AUDITED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR 2020,

PROFIT DISTRIBUTION PLAN FOR THE YEAR 2020,

EXTERNAL AUDITOR'S FEES FOR THE YEAR 2020,

RE-APPOINTMENT OF PRICEWATERHOUSECOOPERS

AS THE COMPANY'S EXTERNAL AUDITOR,

RE-ELECTION AND APPOINTMENT OF DIRECTORS,

RE-ELECTION OF SUPERVISORS,

PURCHASE OF DIRECTORS' LIABILITY INSURANCE, PURCHASE OF WEALTH MANAGEMENT PRODUCTS WITH TEMPORARY IDLE PROCEEDS

AND

NOTICE OF ANNUAL GENERAL MEETING

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LETTER FROM THE BOARD

INTRODUCTION

The purpose of this circular is to give you the AGM Notice and provide you with relevant information to enable you to make informed decision on whether to vote for or against the resolutions to be proposed at the AGM for (among others) the following issues, to be approved by way of ordinary resolutions and special resolution:

ORDINARY RESOLUTIONS

1. 1. Receiving, considering and approving the report of the Directors for the year 2020;
   2. Receiving, considering and approving the report of the board of Supervisors for the year 2020;
   3. Receiving, considering and approving the annual report of the Company for the year 2020;
   4. Receiving, considering and approving the Group's audited consolidated financial statements for the year 2020;
   5. Considering and approving profit distribution plan for the year 2020;
   6. Considering and approving external auditor's fees for the year 2020;
   7. Considering and approving re-appointment of PricewaterhouseCoopers as the Company's external auditor;
   8. Considering and approving re-election and appointment of Directors;
   9. Considering and approving re-election of Supervisors; and
   10. Considering and approving purchase of Directors' liability insurance.
       SPECIAL RESOLUTION
   11. Considering and authorising the Board to purchase wealth management products with temporary idle proceeds.
2. DIRECTORS' REPORT FOR THE YEAR 2020

An ordinary resolution will be proposed at the AGM to receive, consider and approve the report of the Directors for the year 2020, the text of which is set out in the Company's annual report dated 29 April 2021.

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LETTER FROM THE BOARD

(2) REPORT OF THE BOARD OF SUPERVISORS FOR THE YEAR 2020

An ordinary resolution will be proposed at the AGM to receive, consider and approve the report of the board of Supervisors for the year 2020, the text of which is set out in the Company's annual report dated 29 April 2021.

(3) ANNUAL REPORT FOR THE YEAR 2020

An ordinary resolution will be proposed at the AGM to receive, consider and approve the annual report of the Company for the year 2020 dispatched on 29 April 2021.

1. THE GROUP'S AUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR 2020

An ordinary resolution will be proposed at the AGM to receive, consider and approve the Group's audited consolidated financial statements for the year ended 31 December 2020, the text of which is set out in the Company's annual report dispatched on 29 April 2021.

(5) PROFIT DISTRIBUTION PLAN FOR THE YEAR 2020

Pursuant to the Articles of Association, an ordinary resolution will be proposed at the AGM to approve the Company's profit distribution plan for the year 2020.

The Board proposed the distribution of a final dividend of RMB0.05 per Share (before tax) totalling RMB6.4 million (before tax) for the year ended 31 December 2020. Such dividend will be paid to the holders of the Domestic Shares in RMB and to the holders of the H Shares in HK$. The actual amount of the H Share dividend paid in HKD will be calculated according to the average closing exchange rate of RMB against HKD as published by the People's Bank of China for one calendar week immediately preceding the date of the AGM. If the above profit distribution proposal is approved by the Shareholders at the AGM, the final dividend is expected to be distributed on or about Friday, 16 July 2021 to all Shareholders whose names appear on the register of members of the Company on Wednesday, 30 June 2021.

Pursuant to the enterprise income tax law of the PRC and its implementation rules, which came into force on 1 January 2008 and other relevant rules, where the Company distributes the proposed 2020 final dividend to non-resident enterprise Shareholders whose names appear on the register of members for H Shares of the Company, it is required to withhold enterprise income tax at the rate of 10%. Any H Shares registered in the name of non-individual registered Shareholders, including HKSCC Nominees Limited, other nominees, trustees or other organizations or groups, will be treated as Shares being held by non-resident enterprise Shareholders, and consequently will be subject to the withholding of the enterprise income tax.

According to regulations by the state administration of taxation (Guo Shui Han [2011] No. 348) and relevant laws and regulations, if the individual H Share Shareholders are residents of Hong Kong or Macau or those countries which have entered into a tax treaty

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LETTER FROM THE BOARD

with the PRC stipulating a dividend tax rate of 10%, the Company will finally withhold and pay individual income tax at the rate of 10% on behalf of these Shareholders. If the individual H Share Shareholders are residents of those countries which have entered into a tax treaty with the PRC stipulating a dividend tax rate of less than 10%, the Company will make applications on their behalf to seek entitlement of the relevant agreed preferential treatments pursuant to the relevant tax treaty. If the individual H Share Shareholders are residents of those countries which have entered into a tax treaty with the PRC stipulating a dividend tax rate of more than 10% but less than 20%, the Company will withhold and pay individual income tax at the actual tax rate stipulated in the relevant tax treaty. If the individual H Share Shareholders are residents of those countries which have entered into a tax treaty with the PRC stipulating a dividend tax rate of 20%, or those countries which have not entered into any tax treaties with the PRC, or under any other circumstances, the Company will withhold and pay individual income tax at the rate of 20% on behalf of these Shareholders.

The Company will determine the residential status of the individual H Share Shareholders based on the registered address as recorded in the register of members of the Company on Wednesday, 30 June 2021 (the ''Registered Address''). If the residential status of any individual H Share Shareholder is not in consistency with that indicated by the Registered Address, such individual H Share Shareholder shall notify the H Share Registrar not later than 4 : 00 p.m. on Wednesday, 23 June 2021, and provide relevant supporting documents to the H Share Registrar at Suites 3301-04, 33/F., Two Chinachem Exchange Square, 338 King's Road, North Point, Hong Kong. Any individual H Share Shareholder who fails to provide relevant supporting documents within the time period stated above, may either attend personally or appoint an agent to attend to the relevant procedures in accordance with the requirements under the applicable tax treaty notice(s) prescribed in the PRC.

The Company assumes no responsibilities and disclaims all liabilities whatsoever in relation to the tax status or tax treatment of the individual H Share Shareholder and for any claims arising from any delay in or inaccurate determination of the tax status or tax treatment of the individual H Share Shareholder or any disputes over the withholding mechanism or arrangements.

In order to determine the Shareholders who are entitled to the receipt of the final dividend for the year ended 31 December 2020, the register of members of the Company will be closed from Thursday, 24 June 2021 to Wednesday, 30 June 2021, both dates inclusive. To be eligible to receive the final dividend for the year ended 31 December 2020 (subject to the approval of the Shareholders), all share transfer documents accompanied by the relevant share certificates shall be lodged with the H Share Registrar at Suites 3301-04, 33/F., Two Chinachem Exchange Square, 338 King's Road, North Point, Hong Kong (in respect of H Shares), or the Company's registered office in the PRC at 1 Yanxin Road East, Huishan Economic Development Zone, Wuxi, Jiangsu Province, PRC (in respect of Domestic Shares) for registration no later than 4 : 00 p.m. on Wednesday, 23 June 2021.

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LETTER FROM THE BOARD

It is expected that the final dividend will be paid on or around Friday, 16 July 2021. The Board recommends the Shareholders to authorise the Board to implement the above profit distribution plan, and authorise the Board to further grant its authority to the Company's management for implementing all relevant matters relating to the above profit distribution plan, having obtained the above authority.

(6) EXTERNAL AUDITOR'S FEES FOR THE YEAR 2020

An ordinary resolution will be proposed at the AGM to approve, confirm and ratify the fees paid or payable to the external auditor of the Company, PricewaterhouseCoopers, for the year ended 31 December 2020.

During the year ended 31 December 2020, the remuneration paid or payable to PricewaterhouseCoopers in respect of the audit service provided to the Group was approximately RMB1,396,000 (after tax).

1. RE-APPOINTMENTOF PRICEWATERHOUSECOOPERS AS THE COMPANY'S EXTERNAL AUDITOR

An ordinary resolution will be proposed at the AGM to consider and approve the reappointment of PricewaterhouseCoopers as the Company's external auditor for a term until the conclusion of the next annual general meeting of the Company, and to authorise the Board to determine its remuneration.

(8) RE-ELECTION AND APPOINTMENT OF DIRECTORS

According to article 10.2 of the Articles of Association, the terms of the Directors shall be three years and the Directors shall be elected at a general meeting. Upon the expiry of the term, each of the Directors shall be eligible for re-election.

According to the foregoing provision, Mr. Zhang Degang, Mr. Zhang Deqiang, Ms. Zhang Jinghua and Mr. Gao Feng shall retire by rotation at the AGM.

All of the above four Directors have offered themselves for re-election at the AGM. Due to the expiration of the tenure as the independent non-executive director in the six consecutive sessions of the Board, each of Mr. Liu Chaojian, Mr. Ho Yuk Ming, Hugo and Mr. Gao Fuping will retire and will not stand for re-election at the AGM.

Following the retirement of Mr. Liu Chaojian, Mr. Ho Yuk Ming, Hugo and Mr. Gao Fuping as the independent non-executive Directors, upon the recommendation of the Nomination Committee, the independent non-executive Directors, Mr. Liu Chaojian, Mr. Ho Yuk Ming, Hugo and Mr. Gao Fuping, will retire as independent non-executive Directors and all their positions in different Board Committees due to the expiration of their tenure as the independent non-executive Directors of the six sessions of the Board, with effect from the conclusion of the AGM. Upon the recommendation of the Nomination Committee, the Board nominates Mr. Leung Yiu Cho, Mr. Yu Jianfeng and Mr. Zhong Ruifeng as candidates of independent non-executive Directors, where appointment will be approved at the AGM and will then take immediate effect upon the conclusion of the AGM.

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LETTER FROM THE BOARD

Mr. Leung Yiu Cho, Mr. Yu Jianfeng and Mr. Zhong Ruifeng are not the existing executive Directors or independent non-executive Directors and have agreed to be nominated as the candidates.

Mr. Liu Chaojian, Mr. Ho Yuk Ming, Hugo and Mr. Gao Fuping have confirmed that they have no disagreement with the Board and that they are not aware of any matters relating to their resignation that need to be brought to the attention of the Stock Exchange or the Shareholders.

Recommendation of the Nomination Committee

In accordance with the nomination policy of the Company and the objective criteria (including without limitation, gender, age, ethnicity, cultural and educational background, professional experiences and knowledge) with due regard for the benefits of diversity, as set out under the board diversity policy of the Company, the Nomination Committee has reviewed the re-election and appointment of the Directors through:

1. evaluating the performance and contribution of the retiring Directors during the last financial year of the Company and the period thereafter up to the date of evaluation; and
2. assessing the independence of the independent non-executive Directors to be appointed, being Mr. Leung Yiu Cho, Mr. Yu Jianfeng and Mr. Zhong Ruifeng, and considered whether they are independent and suitable to act in such roles.

After due evaluation and assessment, the Nomination Committee is of the opinion

that:

1. the performance of the retiring Directors was satisfactory and they contributed effectively to the operation of the Board; and
2. based on the information available to the Nomination Committee and the annual written independence confirmation received from the independent non-executive Directors to be appointed, the Nomination Committee was satisfied that Mr. Leung Yiu Cho, Mr. Yu Jianfeng and Mr. Zhong Ruifeng:
3. 1. fulfill the requirements on independent non-executive directors under Rule 3.13 of the Listing Rules; and
   2. are the persons of integrity and have independent personality and judgement.

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LETTER FROM THE BOARD

Accordingly, the Nomination Committee recommended to the Board, and the Board has considered, the re-election of Mr. Zhang Degang and Mr. Zhang Deqiang as executive Directors; and Ms. Zhang Jinghua and Mr. Gao Feng as the non-executive Directors, is in the best interests of the Company and the Shareholders as a whole and has resolved to propose to re-elect each of the retiring Directors at the AGM.

In this respect, the ordinary resolutions will be proposed to (a) re-elect Mr. Zhang Degang as an executive Director; (b) re-elect Mr. Zhang Deqiang as an executive Director;

1. re-electMs. Zhang Jinghua as a non-executive Director; (d) re-elect Mr. Gao Feng as a non-executive Director; (e) appoint Mr. Leung Yiu Cho as independent non-executive Director; (f) appoint Mr. Yu Jianfeng as independent non-executive Director; and (g) appoint Mr. Zhong Ruifeng as independent non-executive Director at the forthcoming AGM.

Brief biographical details of the Directors proposed for re-election and the new Directors proposed for appointment are set out in Appendix I to this circular.

(9) RE-ELECTION OF SUPERVISORS

Pursuant to article 13.3 and 13.4 of the Articles of Association, the Supervisory Committee shall consist of three Supervisors of which the number of staff representative supervisors, whom shall be appointed through democratic election by the staff of the Company. The remaining Supervisors are external Supervisors (i.e. shareholder representative supervisors) and shall be appointed at the a general meeting. Each of the Supervisors shall be appointed for a term of three years. Upon the expiry of the term, each of the Supervisors shall be eligible for re-election.

The term of office of Mr. Peng Jiashan and Ms. Wei Yi, as the external Supervisors shall retire by rotation at the AGM. Mr. Peng Jiashan and Ms. We Yi have offered themselves for re-election at the AGM.

In this respect, a separate ordinary resolution will be proposed to (a) re-elect Mr. Peng Jiashan as a Supervisor; (b) re-elect Ms. Wei Yi as a Supervisor at the forthcoming AGM.

Brief biographical details of the Supervisors proposed for re-election are set out in Appendix I to this circular.

(10) PURCHASE OF DIRECTORS' LIABILITY INSURANCE

The Company intends to purchase liability insurance for the Directors in compliance with the requirements of the corporate governance code in Appendix 14 to the Listing Rules, in order to minimise the Directors' risk of exposure to litigation arising from the performance of their respective functions and protecting the Company against the risk of litigation.

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LETTER FROM THE BOARD

The Board will propose at the AGM for the approval of continuing the purchase of Directors' liability insurance and to authorise the Board to determine all relevant issues including, without limitation, insurance institutions, terms of insurance and insured amount, and to authorise the chairman of the Board or other person(s) authorised by the Board to sign the relevant insurance documents.

1. PURCHASE OF WEALTH MANAGEMENT PRODUCTS WITH TEMPORARY IDLE PROCEEDS

At the annual general meeting of the Company held on 29 June 2020, the Board has been authorised by the Company to exercise the investment decision of the utilisation of the temporary idle proceeds and, within one year from the approval at such meeting, to exercise the decision-making power regarding purchase of wealth management products within the cap of RMB35 million and sign relevant legal documents. Such authority will expire at the AGM.

To continue to enhance the efficiency of utilisation of the Group's temporary idle proceeds, the Company intends to continue to apply part of the temporary idle proceeds, on the condition that the construction of the committed projects and planned usage of proceeds for such construction will not be affected, to the purchase of wealth management products issued by financial institutions that offer high level of safety and limited liquidity with principal preservation terms for the increase of capital gains in order to enhance the utilisation and effect of the Company's temporary idle proceeds, thereby further increase the overall income of the Company and seek better investment returns for the benefits of the Company and the Shareholders as a whole. The proposed wealth management products to be invested are summarised below:

1. Varieties of entrusted wealth management products

The varieties to be invested are investment wealth management products that offer high level of safety with principal preservation terms. The investment products shall not be pledged, and designated clearing accounts (if applicable) of the products shall not be deposited with non-proceeds or for usage otherwise.

(II) Investment cap

The amount of a single purchase of wealth management products by the Group or unexpired wealth management products held at any time shall not exceed RMB30 million in aggregate. Rolling purchase can be made within the abovementioned cap.

(III) Term of investment

Term of purchase of wealth management products with temporary idle proceeds shall not exceed 12 months.

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LETTER FROM THE BOARD

(IV) Source of funding and manner of implementation

Funding for purchase of wealth management products shall be solely limited to temporary idle proceeds of the Company from the listing of the H Shares on the Stock Exchange. Within the range of cap as mentioned above, it is proposed that the Board shall be authorised at the AGM to exercise such investment decision and the Board shall be authorised, within one year commencing from the approval at the AGM, to exercise the decision-making power regarding purchase of wealth management products within the abovementioned cap and sign relevant legal documents.

1. THE AGM
   Notice of the AGM

The AGM will be held at 10 : 00 a.m. on Friday, 18 June 2021 at 1 Yanxin Road East, Huishan Economic Development Zone, Wuxi, Jiangsu Province, PRC. The notice of the AGM is set out on pages 13 to 16 of this circular.

Closure of register of members

For ascertaining the identity of shareholders who will be eligible to attend and vote at the AGM, the register of members of the Company will be closed from Tuesday, 18 May 2021 to Friday, 18 June 2021, both dates inclusive, the period during which no transfer of Shares will be effected. In order to be qualified to attend and vote at the AGM, all completed share transfer documents accompanied by the relevant share certificates must be lodged with the H Share Registrar at Suites 3301-04, 33/F., Two Chinachem Exchange Square, 338 King's Road, North Point, Hong Kong (in respect of the H Shares), or the Company's registered office in the PRC at 1 Yanxin Road East, Huishan Economic Development Zone, Wuxi, Jiangsu Province, PRC (in respect of Domestic Shares) no later than 4 : 00 p.m. on Monday, 17 May 2021.

To ascertain the entitlement of receiving the final dividend for the year ended 31 December 2020, the register of members of the Company will be closed from Thursday, 24 June 2021 to Wednesday, 30 June 2021, both days inclusive, during which period no transfer of shares will be registered. In order to be qualified for receiving the final dividend for the year ended 31 December 2020, all transfer documents accompanied by the relevant share certificates must be lodged with the H Share Registrar of the Company, Union Registrars Limited at Suites 3301-04, 33/F., Two Chinachem Exchange Square, 338 King's Road, North Point, Hong Kong (in respect of H shares), or to the Company's registered office in the PRC at 1 Yanxin Road East, Huishan Economic Development Zone, Wuxi, Jiangsu Province, the PRC (in respect of Domestic shares) no later than 4 : 00 p.m. on Wednesday, 23 June 2021.

Reply slip and proxy form

If you are eligible and intend to attend the AGM, please complete and return the reply slip in accordance with the instructions printed thereon as soon as possible and in any event on or before Friday, 28 May 2021.

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LETTER FROM THE BOARD

Shareholders who intend to attend the AGM by proxy are requested to complete and return the form of proxy, in accordance with the instructions printed thereon as soon as possible and in any event no later than 24 hours before the time appointed for the holding of the AGM or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting in person at the AGM or any adjournment thereof should you so wish.

Voting by poll

Pursuant to Rule 13.39(4) of the Listing Rules, resolutions to be proposed at the AGM must be taken by poll except where the chairman, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands. The chairman of the AGM will therefore demand a poll for every resolution put to the vote at the AGM. On a poll, every Shareholder present in person or by proxy or (being a corporation) by its duly authorised representative shall have one vote for each Share registered in his or her name in the register of members of the Company. A Shareholder entitled to more than one vote need not use all his or her votes or cast all the votes he or she uses in the same way.

RECOMMENDATION

The Directors considers that all resolutions set out in the AGM Notice for the Shareholders' consideration and approval are in the best interests of the Company and the Shareholders as a whole. As such, the Board recommends the Shareholders to vote in favor of all the resolutions set out in the AGM Notice which are to be proposed at the AGM.

Yours faithfully,

By order of the Board

無錫盛力達科技股份有限公司

Wuxi Sunlit Science and Technology Company Limited*

Zhang Degang

Chairman

• For identification purposes only

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NOTICE OF 2020 ANNUAL GENERAL MEETING

無 錫 盛 力 達 科 技 股 份 有 限 公 司

Wuxi Sunlit Science and Technology Company Limited*

(A joint stock company established in the People's Republic of China with limited liability)

(Stock Code: 1289)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the annual general meeting (the ''AGM'') of 無錫盛 力達科技股份有限公司 (Wuxi Sunlit Science and Technology Company Limited*) (the ''Company'' together with its subsidiaries, the ''Group'')) will be held at 1 Yanxin Road East, Huishan Economic Development Zone, Wuxi, Jiangsu Province, the People's Republic of China (the ''PRC'') at 10 : 00 a.m. on Friday, 18 June 2021 to consider and, if thought fit, to pass, with or without modifications, the following resolutions of the Company:

ORDINARY RESOLUTIONS

• 1. To receive, consider and approve the report of the board of directors of the Company for the year ended 31 December 2020;
  2. To receive, consider and approve the report of the board of supervisors of the Company for the year ended 31 December 2020;
  3. To receive, consider and approve the annual report of the Company for the year ended 31 December 2020;
  4. To receive, consider and approve the Group's audited consolidated financial statements for the year ended 31 December 2020;
  5. To consider and approve the Company's profit distribution plan for the year ended 31 December 2020;
  6. To consider and approve, confirm and ratify the fees paid or payable to the external auditor of the Company, PricewaterhouseCoopers, for the year ended 31 December 2020;
  7. To consider and approve the re-appointment of PricewaterhouseCoopers as the Company's external auditor for a term until the conclusion of the next annual general meeting of the Company, and to authorise the board of directors of the Company to determine its remuneration;
• For identification purposes only

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NOTICE OF 2020 ANNUAL GENERAL MEETING

1. To consider and approve the re-election of (a) Mr. Zhang Degang as executive Director of the Company; and (b) Mr. Zhang Deqiang as executive Director of the Company; and (c) Ms. Zhang Jinghua as non-executive Director of the Company; and (d) Mr. Gao Feng as non-executive Director of the Company, the appointment of (e) Mr. Leung Yiu Cho as independent non-executive Director of the Company, (f) Mr. Yu Jianfeng as independent non-executive Director of the Company and (g) Mr. Zhong Ruifeng as independent non-executive Director of the Company and (h) to authorise the board of directors of the Company to fix their remuneration;
2. To consider and approve the re-election of (a) Mr. Peng Jiashan and (b) Ms. Wei Yi as the supervisors of the Company and (c) to authorise the board of directors of the Company to fix their remuneration; and
3. To consider and approve the purchase of directors' liability insurance and to authorise (i) the board of directors of the Company to determine all relevant issues including, without limitation, insurance institutions, terms of insurance and insured amount; and (ii) the chairman or other person(s) authorised by the board of directors of the Company to sign all relevant documents.

SPECIAL RESOLUTION

11. To authorise the board of directors of the Company to exercise the investment decision in relation to the utilisation of the temporary idle proceeds of the Company and for such purpose, the board of directors of the Company be authorised: (i) within one year commencing from the approval of this resolution, to exercise the decision-making power regarding purchase of wealth management products by utilising the temporary idle proceeds, subject to the restriction that the amount of a single purchase of wealth management products by the Group or the unexpired wealth management products held by the Group at any time shall not exceed RMB30 million in aggregate; and (ii) to sign all relevant legal documents.

By order of the Board

無錫盛力達科技股份有限公司

Wuxi Sunlit Science and Technology Company Limited*

Zhang Degang

Chairman

Hong Kong, 29 April 2021

• For identification purposes only

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NOTICE OF 2020 ANNUAL GENERAL MEETING

Notes:

1. The register of members of the Company will be closed from Tuesday, 18 May 2021 to Friday, 18 June 2021, both days inclusive, during which period no transfer of shares of the Company will be effected. The holders of shares of the Company whose names appear on the register of members of the Company on Friday, 18 June 2021 will be entitled to attend and vote at the AGM. In order to be qualified to attend and vote at the AGM, all completed share transfer documents accompanied by the relevant share certificates must be lodged with the H Share registrar of the Company, Union Registrars Limited at Suites 3301-04, 33/F., Two Chinachem Exchange Square, 338 King's Road, North Point, Hong Kong (in respect of H shares of the Company, the ''H Share(s)''), or the Company's registered office in the PRC at 1 Yanxin Road East, Huishan Economic Development Zone, Wuxi, Jiangsu Province, PRC (in respect of domestic shares of the Company, the ''Domestic Share(s)'') no later than 4 : 00 p.m. on Monday, 17 May 2021.
2. The register of members of the Company will be closed from Thursday, 24 June 2021 to Wednesday, 30 June 2021, both days inclusive, during which period no transfer of shares will be registered. In order to be qualified for receiving the final dividend for the year ended 31 December 2020, all transfer documents accompanied by the relevant share certificates must be lodged with the H Share Registrar of the Company, Union Registrars Limited at Suites 3301-04, 33/F., Two Chinachem Exchange Square, 338 King's Road, North Point, Hong Kong (in respect of H shares), or to the Company's registered office in the PRC at 1 Yanxin Road East, Huishan Economic Development Zone, Wuxi, Jiangsu Province, the PRC (in respect of Domestic shares) no later than 4 : 00 p.m. on Wednesday, 23 June 2021.
3. Any shareholder of the Company (the ''Shareholder'') who is entitled to attend and vote at the AGM may appoint one or more proxies to attend and vote on his behalf. A proxy need not be a Shareholder.
4. The instrument appointing a proxy must be made in writing and signed under the hand of the appointer or his attorney duly authorised in writing. If any appointer is a legal person, that instrument must be executed either under its seal or under the hand of its director or other attorney duly authorised to sign the same.
5. In order to be valid, the proxy form must be deposited, for the holders of H Shares, to the H Share registrar of the Company, Union Registrars Limited, or for the holders of Domestic Shares, to the Company's registered office in the PRC, not less than 24 hours before the time appointed for holding the AGM (or any adjournment thereof). If the proxy form is signed by a person under a power of attorney or other authorisation instruments, a notarially certified copy of that power of attorney or other authorisation instruments shall be deposited at the same time as mentioned in the proxy form. Completion and return of the proxy form will not preclude you from attending and voting in person at the AGM or any adjourned meetings should you so wish.
6. Shareholders shall produce their identity documents and supporting documents in respect of shares held when attending the AGM. If any corporate shareholder appoints authorised representative to attend the AGM, the authorised representative shall produce his/her identity documents and a notarially certified copy of the relevant authorisation instrument signed by the board of directors or other decision-making bodies of the corporate shareholder or other notarially certified documents allowed by the Company. Proxies shall produce their identity documents when attending the AGM.
7. Shareholders who intend to attend the AGM should complete and return the reply slip in writing to the Company's H Share registrar in Hong Kong (for holders of H Shares) or the registered office of the Company in the PRC (for holders of Domestic Shares) on or before Friday, 28 May 2021.
8. The AGM is expected to be held for less than half a day. Shareholders who intend to attend the AGM shall arrange and bear their own travel and accommodation expenses.

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NOTICE OF 2020 ANNUAL GENERAL MEETING

1. The name and address of the Company's H Share registrar in Hong Kong is as follows:
   Union Registrars Limited Suites 3301-04, 33/F.,
   Two Chinachem Exchange Square, 338 King's Road,
   North Point, Hong Kong
2. The registered office of the Company in the PRC is as follows:
   1 Yanxin Road East,
   Huishan Economic Development Zone, Wuxi,
   Jiangsu Province,
   PRC
3. Where there are joint registered holders of any share(s) of the Company, only the joint shareholder whose name appears first in the register of shareholders of the Company may attend and vote at the AGM, either in person or by proxy, in respect of such share(s) as if he/she were solely entitled thereto.

As at the date of this notice, the executive directors of the Company are Mr. Zhang Degang and Mr. Zhang Deqiang, the non-executive directors of the Company are Ms. Zhang Jinghua and Mr. Gao Feng and the independent non-executive directors of the Company are Mr. Liu Chaojian, Mr. Ho Yuk Ming, Hugo and Mr. Gao Fuping.

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APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

The candidates for Directors and Supervisors recommended by the Board for reelection at the AGM are set out below:

DIRECTORS

Executive Directors

Mr. ZHANG Degang (張德剛), aged 48, is our executive Director and the chairman of the Group since 24 July 2012. Mr. Zhang Degang is one of the founders of the Group. He is primarily responsible for the Group's postulating business development plans and overseeing our Group's overall corporate strategies. He is also the chairman of the nomination committee and strategic committee of the Board. Mr. Zhang Degang is the brother of Mr. Zhang Deqiang and Ms. Zhang Jinghua.

Mr. Zhang Degang obtained a bachelor's degree in computer science and technology (e-business) (計算機科學與技術（電子商務）) through distance learning from Nanjing University (南京大學) in March 2005. In January 2013, Mr. Zhang was accredited by 中 國共產黨澄江街道工作委員會澄江街道辦事處 (Chengjiang Road Office of the Chengjiang Road Working Committee of the Communist Party of China*) as the ''明星企業家'' (Star Entrepreneur*) for the year 2012. In April 2013, Mr. Zhang was awarded with ''無錫市五一 勞動獎章 '' (Wuxi City 1 May Labour Medal*) by 無錫市總工會 (Wuxi City General Union*). Mr. Zhang was awarded the 無錫市勞動模範 (Labour Model of Wuxi*) in May 2015.

From June 1990 to June 1994, Mr. Zhang Degang worked in 江陰鋼繩廠 (Jiangyin Steel Wire Factory*); from June 1994 to November 2003, Mr. Zhang worked in China Bekaert Steel Cord Co., Ltd. (中國貝卡爾特鋼簾線有限公司), where he gained considerable experience in the steel wire industry. From October 2002 to April 2004, Mr. Zhang acted as the supervisor of 江陰三知工控有限公司 (Jiangyin Sanzhi Gongkong Company Limited*) (''Jiangyin Sanzhi''), which was principally engaged in the installation, modification, repair and maintenance of industrial automatic control equipment. Jianyin Sanzhi was deregistered in December 2015. From September 2005 to July 2012, Mr. Zhang acted as the chairman, director and general manager of 江陰貝特機械工程有限公司 (Jiangyin Beite Machinery and Engineering Company Limited*), which specialised in the sale and manufacture of industrial automatic equipment. In order to allow Mr. Zhang to focus on the business of the Group, 江陰貝特機械工程有限公司 (Jiangyin Beite Machinery and Engineering Company Limited*) was deregistered in July 2012.

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APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

In March 2006, Mr. Zhang Degang (through his spouse, Ms. Zhu Yingxuan) established 無錫市盛力達機械工程有限公司 (Wuxi Sunlit Machinery & Engineering Company Limited*) (the ''Predecessor Company'') with Mr. Zhang Deqiang. He has been the director of 江陰三知工控機械有限公司 (Jiangyin Sanzhi Gongkong Machinery Company Limited*) (the ''Sanzhi Gongkong'') since April 2009 and he acted as the general manager of Sanzhi Gongkong from April 2009 to December 2011; he has also been the director and general manager of 江蘇盛力達裝備科技有限公司 (Jiangsu Sunlit Equipment Technology Company Limited*) (the ''Jiangsu Sunlit'') since August 2009; the general manager of 無錫海盛軟件科技有限公司 (Wuxi Haisheng Software Technology Company Limited*) (the ''Haisheng Software'') since July 2011 and its director since December 2012; and the director of 無錫上達自動化科技有限公司 (Wuxi Shangda Automation Technology Company Limited*) (the ''Wuxi Shangda'') since December 2011. Wuxi Shangda was deregistered in April 2016.

Save as disclosed above, Mr. Zhang Degang has not held directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas and Mr. Zhang does not hold any other positions in the Group.

Mr. Zhang had the following interest in the Company within the meaning of Part XV of the SFO as at the Latest Practicable Date:

Capacity

Beneficial owner

Interest held jointly with another person (Note 1)

Interest in controlled corporation (Note 2)

Notes:

No. of
issued ordinary	No. of
shares (domestic	underlying
shares) held	shares held
43,221,504	-
34,010,496	-
4,416,000	-

1. Mr. Zhang Degang, Mr. Zhang Deqiang and Ms. Zhang Jinghua are persons acting in concert and accordingly each of them is deemed to be interested in the Shares held by each other. By the Acting in Concert Agreement dated 26 July 2013, each of Mr. Zhang Degang, Mr. Zhang Deqiang and Ms. Zhang Jinghua confirmed that they have exercised their voting rights at the meetings of the shareholders and/or directors of the members of our Group in unanimity since the establishment of Sanzhi Gongkong on 17 April 2009, and will continue to do so.
2. Mr. Zhang Degang and Mr. Zhang Deqiang are two of the general partners of 無錫順欣投資企業（有 限合夥） (Wuxi Shunxin Investment Enterprise (Limited Partnership)*) (''Shunxin'') and are therefore deemed to be interested in the Shares held by Shunxin.

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APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

Save as disclosed above, Mr. Zhang Degang does not have any relationship with any Directors, senior management or substantial or controlling Shareholders of the Company and Mr. Zhang does not have any interest in the Shares within the meaning of Part XV of the SFO.

Mr. Zhang will enter into a service contract with the Company for a term of three years commencing from 18 June 2021. He is entitled to a annually Director's fee of RMB580,000, which was determined by the Board with reference to his experience, duties and responsibilities in the Company as well as the current market conditions. Mr. Zhang is subject to retirement by rotation in accordance with the Articles of Association of the Company.

There is no information that should be disclosed in respect of Mr. Zhang Degang pursuant to the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

Mr. ZHANG Deqiang (張德強), aged 51, is our executive Director and general manager. Mr. Zhang is also one of the founders of the Group. He is primarily responsible for the day-to-day operations, strategic development and management of the Group's business. Mr. Zhang Deqiang is also a member of the remuneration and appraisal committee and strategic committee of the Board. Mr. Zhang Deqiang is the brother of Mr. Zhang Degang and Ms. Zhang Jinghua.

Mr. Zhang Deqiang obtained a bachelor's degree in engineering majoring in electronic precision machinery (電子精密機械) from Southeast University (東南大學) in July 1991. In August 1998, he was conferred by 無錫市工程技術中級社會化評審（價）委員會 (Wuxi City Engineer Technology Intermediate Qualification Socialisation Evaluation Committee*) with the qualification of engineer. In November 2013, he was granted the qualification of senior engineer by 江蘇省無錫機械工程高級專業技術資格評審委員會 (Jiangsu Wuxi Mechanical Engineering Senior Professional Technique Qualification Evaluation Committee*). In January 2011, Mr. Zhang Deqiang was recognised by 周鐵鎮人民政府 (Zhoutie Town People's Government*) and 中國共產黨周鐵鎮委員會 (Zhoutie Town Committee of the Communist Party of China*) as the ''明星廠長（經理）'' (Star Factory Director (Manager)*) for the year of 2010. He was also accredited as the ''優秀民營企業家'' (Outstanding Non-public Entrepreneur*) for two consecutive years of 2010 and 2011 by 無 錫市人民政府 (Wuxi People's Government*) and 中國共產黨無錫市委 (Wuxi Municipal Committee of the Communist Party of China*).

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APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

From August 1991 to October 1995, Mr. Zhang Deqiang worked in 海鷹企業集團有限 責任公司 (Haiying Enterprise Group Company Limited*), where he gained experience in designing machinery. From October 1995 to April 2006, Mr. Zhang worked as the department head of the production and technical department in 無錫村田電子有限公司 (Wuxi Murata Electronics Company Limited*), which was principally engaged in the sale and manufacture of electronic products and components. From April 2004 to November 2005, he acted as the supervisor of Jiangyin Sanzhi, which was principally engaged in the installation, modification, repair and maintenance of industrial automatic control equipment. Jianyin Sanzhi was deregistered in December 2015.

In March 2006, Mr. Zhang Deqiang founded the Predecessor Company with Mr. Zhang Degang (through his spouse, Ms. Zhu Yingxuan).

From March 2006 to March 2011, Mr. Zhang Deqiang was the director of the Predecessor Company. In March 2011, Mr. Zhang Deqiang took up the role as the general manager of the Company, and he acted as the executive Director since July 2012. From April 2009 to December 2011, Mr. Zhang Deqiang acted as the director of Sanzhi Gongkong and as its supervisor since December 2011. He has also been acting as the supervisor of Jiangsu Sunlit since August 2009; the supervisor of Haisheng Software since July 2011; and the general manager of Wuxi Shangda since December 2011, Wuxi Shangda was deregistered in April 2016.

Save as disclosed above, Mr. Zhang Deqiang has not held directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas and Mr. Zhang does not hold any other positions in the Group.

Mr. Zhang had the following interest in the Company with in the meaning of Part XV of the SFO as at the Latest Practicable Date:

Capacity

Beneficial owner

Interest held jointly with another person (Note 1)

Interest in controlled corporation (Note 2)

No. of
issued ordinary	No. of
shares (domestic	underlying
shares) held	shares held
29,983,104	-
47,248,896	-
4,416,000	-

- I-4 -

APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

Notes:

1. Mr. Zhang Degang, Mr. Zhang Deqiang and Ms. Zhang Jinghua are persons acting in concert and accordingly each of them is deemed to be interested in the Shares held by each other. By the Acting in Concert Agreement dated 26 July 2013, each of Mr. Zhang Degang, Mr. Zhang Deqiang and Ms. Zhang Jinghua confirmed that they have exercised their voting rights at the meetings of the shareholders and/or directors of the members of our Group in unanimity since the establishment of Sanzhi Gongkong on 17 April 2009, and will continue to do so.
2. Mr. Zhang Degang and Mr. Zhang Deqiang are two of the general partners of Shunxin and are therefore deemed to be interested in the Shares held by Shunxin.

Save as disclosed above, Mr. Zhang Deqiang does not have any relationship with any Directors, senior management or substantial or controlling Shareholders of the Company and Mr. Zhang does not have any interest in the Shares within the meaning of Part XV of the SFO.

Mr. Zhang will enter into a service contract with the Company for a term of three years commencing from 18 June 2021. He is entitled to a annually Director's fee of RMB580,000, which was determined by the Board with reference to the prevailing market price and the Company's remuneration policy. Mr. Zhang is subject to retirement by rotation in accordance with the Articles of Association of the Company.

There is no information that should be disclosed in respect of Mr. Zhang Deqiang pursuant to the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

Non-executive Directors

Ms. ZHANG Jinghua (張靜華), aged 58, is the non-executive Director. Ms. Zhang is the sister of Mr. Zhang Degang and Mr. Zhang Deqiang.

Ms. Zhang Jinghua graduated from high school in July 1978. In February 2012 and February 2013, respectively, she was recognised by 中國共產黨江陰市委 (Jiangyin Municipal Committee of the Communist Party of China*) and 江陰市人民政府 (People's Government of the Jiangyin City*) as the ''優秀總經理'' (outstanding general manager*).

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APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

From March 1979 to November 1991, Ms. Zhang Jinghua worked as a teacher in 江陰 市要塞中學 (Jiangyin City Yaosai Secondary School*). From October 1991 to October 2002, she worked in 江陰聯通實業有限公司 (Jiangyin Liantong Industrial Company Limited*). Ms. Zhang obtained a qualification certificate of speciality and technology in statistics (elementary level) approved and issued by the Ministry of Personnel of the PRC (中華人民共和國人事部) and conferred by the National Bureau of Statistics of the PRC (國 家統計局) in October 1998. From October 2002 to November 2005, she acted as the director and manager of Jiangyin Sanzhi. From March 2004 to November 2009, she acted as the director and general manager of 江陰三佳工控機械有限公司 (Jiangyin Sanjia Gongkong Machinery Company Limited*), which was principally engaged in the design, sale and manufacture of industrial automation control system. In order to allow Ms. Zhang to focus on the business of the Group, 江陰三佳工控機械有限公司 (Jiangyin Sanjia Gongkong Machinery Company Limited*) was deregistered in July 2012.

Ms. Zhang Jinghua joined the Group in April 2009 as the director of Sanzhi Gongkong, and in December 2011, she was appointed as its general manager. Sanzhi Gongkong was deregistered in December 2015. Since July 2012, she has acted as our vice- general manager (副總經理). In August 2013, she was appointed as the executive Director. In August 2015, she was re-designated from an executive Director to a non-executive Director and resigned as the vice-general manager.

Save as disclosed above, Ms. Zhang Jinghua has not held any other directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas and Ms. Zhang does not hold other positions in the Group.

Ms. Zhang Jinghua had the following interest in the Company within the meaning of Part XV of the SFO as at the Latest Practicable Date:

	No. of
	issued ordinary	No. of
	shares (domestic	underlying
Capacity	shares) held	shares held
Beneficial owner	4,027,392	-
Interest held jointly with another person (Note 1)	77,620,608	-

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APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

Note:

1. Mr. Zhang Degang, Mr. Zhang Deqiang and Ms. Zhang Jinghua are persons acting in concert and accordingly each of them is deemed to be interested in the Shares held by each other. By the Acting in Concert Agreement dated 26 July 2013, each of Mr. Zhang Degang, Mr. Zhang Deqiang and Ms. Zhang Jinghua confirmed that they have exercised their voting rights at the meetings of the shareholders and/or directors of the members of our Group in unanimity since the establishment of Sanzhi Gongkong on 17 April 2009, and will continue to do so.

Save as disclosed above, Ms. Zhang does not have any relationship with any Directors, senior management or substantial or controlling Shareholders of the Company and Ms. Zhang does not have any interest in the Shares within the meaning of Part XV of the SFO. Ms. Zhang Jinghua entered into a formal service contract with the Company for a term of three years commencing from 18 June 2021 and she will not receive any salary or other remuneration and/or benefits as a Director. Ms. Zhang is subject to retirement by rotation in accordance with the Articles of Association of the Company.

There is no information that should be disclosed in respect of Ms. Zhang Jinghua pursuant to the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

Mr. GAO Feng (高峰), aged 53, joined the Group in July 2012, and was appointed as the non-executive Director since 24 July 2012. Mr. Gao is the general partner of 上海玉道投 資管理中心（有限合夥）(Shanghai Yudao Investment Management Centre (Limited Partnership)*) and 上海世道投資發展中心（有限合夥）(Shanghai Shidao Investment Development Centre (Limited Partnership)*), who are the general partner and limited partner of Yudao Tiansui (one of our pre-listing Investors), respectively. He is also a member of the audit committee of the Board.

Mr. Gao Feng graduated from Hangzhou University (杭州大學) (now being part of Zhejiang University (浙江大學)) with a bachelor's degree in law in July 1989. He is a holder of PRC lawyer's licence issued by 上海市司法局 (Shanghai City Ministry of Justice*) in January 1991. From 1998 to 2013, Mr. Gao worked in various renowned law firms in the PRC.

Save as disclosed above, Mr. Gao Feng has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas. Mr. Gao does not have any relationship with any other Directors, senior management or substantial or controlling Shareholders of our Company. Mr. Gao does not hold any positions in the Group. Mr. Gao does not have any interests in the Shares within the meaning of Part XV of the SFO. Mr. Gao entered into a service contract with the Company for a term of three years commencing from 18 June 2021 and he will not receive any salary or other remuneration and/or benefits as a Director. Mr. Gao is subject to retirement by rotation in accordance with the Articles of Association of the Company.

- I-7 -

APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

There is no other information that should be disclosed in respect of Mr. Gao Feng pursuant to the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

Independent non-executive Directors

Mr. LEUNG Yiu Cho (梁耀祖), aged 41, obtained a master's degree in Corporate Finance from The Hong Kong Polytechnic University. He was admitted as a fellow member of the Associate of Chartered Certified Accountants in March 2019.

Mr. Leung was the assistant financial controller of Ta Yang Group Holdings Limited (1991.HK) from 2006 to 2007, the chief financial officer and board secretary of Highland Asset Management Corporation from 2012 to 2013, an executive director and the vice investment principal of Artini Holdings Limited (789.HK) from 2013 to 2019 and an independent non-executive director and the chairman of the audit committee of CAA Resources Limited (2112.HK) from 2017 to 2020. Since 2016, he has been an independent non-executive director and the chairman of the audit committee of Zheng Li Holdings Limited (8283.HK).

Save as disclose above, Mr. Leung did not hold any directorship in other listed companies in Hong Kong or overseas for last three years and he does not hold any other position in the Group. Mr. Leung does not have any relationship with any other Directors, senior management or substantial or controlling Shareholders of our Company. Mr. Leung does not hold any positions in the Group. Mr. Leung does not have any interests in the Shares within the meaning of Part XV of the SFO. Mr. Leung is subject to retirement by rotation in accordance with the Articles of Association of the Company.

An ordinary resolution will be proposed at the AGM to propose the appointment of Mr. Leung as an independent non-executive Director for a term of three years effective from 18 June 2021. Mr. Leung will enter into a service contract with the Company for a term of three years commencing from 18 June 2021. He will be entitled to a annually Director's fee of RMB80,000 (before tax), which was determined by the Board with reference to the prevailing market price and the Company's remuneration policy. The Board is not aware that there are any other matters that need to be brought to the attention of Shareholders in respect of Mr. Leung.

There is no other information that should be disclosed in respect of Mr. Leung pursuant to the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

Mr. YU Jianfeng (俞建峰), aged 46, obtained a doctor's degree in mechanical and electrical engineering from Shanghai Jiao Tong University. He obtained his higher education teaching certificate (高等學校教師資格證) from the Jiangsu Education Department in November 2015 and was admitted as a professor of Jiangnan University in June 2018.

- I-8 -

APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

Mr. Yu received the third prize (三等獎) from the People's Government of Jiangsu Province in February 2016 for his research, development and application of the typical process of fortifying food with microwave (微波強化食品典型過程關鍵技術及裝備研發應 用).

From 2004 to 2006, Mr. Yu was the chief technician (主任工藝師) of the diesel engine factory of China FAW (中國一汽) in Wuxi; from 2006 to 2014, he was a senior engineer of the mechanical and electrical department of the Wuxi Entry-Exit Inspection and Quarantine Bureau (無錫出入境檢驗檢疫局機電中心); from February 2014 to June 2018, he was an associate professor of Jiangnan University; and since June 2018, he has been a professor of Jiangnan University.

Save as disclose above, Mr. Yu did not hold any directorship in other listed companies in Hong Kong or overseas for last three years and he does not hold any other position in the Group. Mr. Yu does not have any relationship with any other Directors, senior management or substantial or controlling Shareholders of our Company. Mr. Yu does not hold any positions in the Group. Mr. Yu does not have any interests in the Shares within the meaning of Part XV of the SFO. Mr. Yu is subject to retirement by rotation in accordance with the Articles of Association of the Company.

An ordinary resolution will be proposed at the AGM to propose the appointment of Mr. Yu as an independent non-executive Director for a term of three years effective from 18 June 2021. Mr. Yu will enter into a service contract with the Company for a term of three years commencing from 18 June 2021. He will be entitled to a annually Director's fee of RMB80,000 (before tax), which was determined by the Board with reference to the prevailing market price and the Company's remuneration policy. The Board is not aware that there are any other matters that need to be brought to the attention of Shareholders in respect of Mr. Yu.

There is no other information that should be disclosed in respect of Mr. Yu pursuant to the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

Mr. ZHONG Ruifeng (鍾瑞峰), aged 44, graduated from Jiangyin Polytechnic College (江陰職業技術學院) majoring in mechanical and electrical integration (機電一體化).

From 1999 to 2000. Mr. Zhong was a technician of 無錫科航動力機械有限公司; from

2000 to 2001, he was the head of production (生產課長) of 無錫科秔動力機械有限公司; from 2001 to 2002, he was a plant manager (廠長) of 無錫科航動力機械有限公司; from 2005 to 2013, he was the manager of the technology department (技術部) of 江陰新大壓鑄有限公司; from 2013 to 2016, he was the executive vice president (常務副總) of 江陰新大壓鑄有限公司; and since 2016, he has been the general manager of 江陰澄成佳機械製造有限公司.

Save as disclose above, Mr. Zhong did not hold any directorship in other listed companies in Hong Kong or overseas for last three years and he does not hold any other position in the Group. Mr. Zhong does not have any relationship with any other Directors, senior management or substantial or controlling Shareholders of our Company. Mr. Zhong

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APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

does not hold any positions in the Group. Mr. Zhong does not have any interests in the Shares within the meaning of Part XV of the SFO. Mr. Zhong is subject to retirement by rotation in accordance with the Articles of Association of the Company.

An ordinary resolution will be proposed at the AGM to propose the appointment of Mr. Zhong as an independent non-executive Director for a term of three years effective from 18 June 2021. Mr. Zhong will enter into a service contract with the Company for a term of three years commencing from 18 June 2021. He will be entitled to a annually Director's fee of RMB80,000 (before tax), which was determined by the Board with reference to the prevailing market price and the Company's remuneration policy. The Board is not aware that there are any other matters that need to be brought to the attention of Shareholders in respect of Mr. Zhong.

There is no other information that should be disclosed in respect of Mr. Zhong pursuant to the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

SUPERVISORS

Mr. PENG Jiashan (彭加山), aged 57, was appointed as our supervisor as a shareholder representative with effect from 15 August 2014. Mr. Peng graduated from Jiangsu University (江蘇大學) majoring in mechanical and electronic engineering (機械電子 工程) in July 2002. Mr. Peng received the qualification of engineer (工程師) from 無錫市人 事局 (Wuxi City Personnel Bureau*) in September 2003. He received the qualification of head teacher (正高級教師) from 江蘇省人力資源和社會保障廳 (Human Resources And Social Security Department of Jiangsu Province*) in November 2019.

From July 1988 to September 1991, Mr. Peng Jiashan worked in 無錫機械製造學校 (Wuxi Institute of Machinery Manufacturing*, currently known as 無錫職業技術學院 (Wuxi School of Technology*)) as an internship tutor (實習指導老師). From September 1991 to August 2005, Mr. Peng worked in 江陰市交通職工學校 (Jiangyin City Transport Workers School*) as a teacher. Since August 2005 till now, Mr. Peng has worked in 江蘇省 江陰職業技術教育中心校 (Jiangsu Provincial Jiangyin Central School of Vocational Technology Education*, currently known as 江蘇省江陰中等專業學校 (Jiangsu Provincial Jiangyin Secondary Professional School*)) as a teacher. Mr. Peng has been granted jointly by 中共江陰市交通局委員會 (Jiangyin City Transport Bureau Commission*) and 江陰市交 通局 (Jiangyin City Transport Bureau*) the title of 先進生產（工作）者 (advanced (working) producer*) in February 2000 and January 2001, respectively. He was granted the title of 無錫市優秀教育工作者 (outstanding educator in Wuxi City*) by 無錫教育局 (Wuxi City Education Bureau*) in September 2019.

Save as disclosed above, Mr. Peng Jiashan has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas. Mr. Peng does not have any relationship with any other Directors, senior management or substantial or controlling Shareholders of our Company. Mr. Peng does not hold any positions in the Group. Mr. Peng does not have any interests in the Shares within the meaning of Part XV of the SFO. Mr. Peng entered into a service

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APPENDIX I RE-ELECTION AND APPOINTMENT OF DIRECTORS AND RE-ELECTION OF SUPERVISORS

contract with the Company for a term of three years commencing from 18 June 2021 and he will not receive any salary or other remuneration and/or benefits as a Supervisor. Mr. Peng is subject to retirement by rotation in accordance with the Articles of Association of the Company.

There is no other information that should be disclosed in respect of Mr. Peng Jiashan pursuant to the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

Ms. WEI Yi (危奕), aged 51, was appointed as our supervisor as a shareholder representative with effect from 15 August 2014. Ms. Wei obtained a bachelor's degree in engineering majoring in electronic precision machinery (電子精密機械) from Southeast University (東南大學) in July 1991. From August 1996 to July 1999, Ms. Wei studied Modern Financial Accounting courses at Xidian University (西安電子科技大學) and graduated from Xidian University in July 1997. Ms. Wei received the certificate of accounting professional issued by the Financial Department of Shaanxi Province (陝西省財 政廳) in April 2003.

After graduating from Southeast University, Ms. Wei worked as an engineer in 中國人 民解放軍總後勤部 (General Logistics Department of the People's Liberation Army*). From January 2005 to December 2008, Ms. Wei worked as the chief financial officer at 陝西紅星 鍋爐有限公司 (Shaanxi Red Star Boiler Company Limited*). From May 2009 to August 2017, Ms. Wei worked as the deputy general manager of 卓穗電子科技（深圳）有限公司 (Zhuo Sui Electronic Science and Technology (Shenzhen) Company Limited*). Since September 2017 till now, Ms. Wei has worked as the deputy general manager of Shenzhen ASA Industrial Co., Ltd.

Save as disclosed above, Ms. Wei Yi has not held any directorships in the last three years in any public companies the securities of which are listed on any securities market in Hong Kong or overseas. Ms. Wei does not have any relationship with any other Directors, senior management or substantial or controlling Shareholders of our Company. Ms. Wei does not hold any positions in the Group. Ms. Wei does not have any interests in the Shares within the meaning of Part XV of the SFO. Ms. Wei entered into a service contract with the Company for a term of three years commencing from 18 June 2021 and she will not receive any salary or other remuneration and/or benefits as a Supervisor. Ms. Wei is subject to retirement by rotation in accordance with the Articles of Association of the Company.

There is no other information that should be disclosed in respect of Ms. Wei Yi pursuant to the requirements under Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

• For identification purposes only

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