Notice of the Second Extraordinary Shareholders' Meeting of Tibet Development Co., Ltd. in 2026
Exchange Summary
EGM-ONLINEThe Company will hold the 2nd Extraordinary General Meeting of 2026 at 14:30 on 12 June 2026. Meeting agenda: 1. The major assets purchase is in compliance with relevant laws and regulations 2. The transaction constitutes a major assets restructuring 3. The major assets purchase does not constitute a connected transaction 4. Plan for the major assets purchase 4.1. Overall plan for the transaction 4.2. Transaction counterparties 4.3. Underlying assets of the transaction 4.4. Evaluation and pricing of the underlying assets 4.5. Payment method for the consideration 4.6. Payment arrangement for the transaction consideration 4.7. Arrangement for the profits and losses during the transitional period 4.8. Delivery arrangement 4.9. Source of funds for the transaction 4.10. Contractual obligations and liabilities for breach of contract of handling the transfer of the ownership of the underlying assets 4.11. Valid period of the resolution on the transaction 5. Equity transfer agreements to be signed with Carlsberg International A/S 6. Report (draft) on major assets purchase and its summary 7. The transaction is in compliance with Article 11 and not applicable to Articles 43 and 44 of the Management Measures on Major Assets Restructuring of Listed Companies 8. The transaction does not constitute a listing via restructuring as defined by Article 13 in the Management Measures on Major Assets Restructuring of Listed Companies 9. The circumstances as provided for by Article 12 of the Listed Companies Regulation Guidelines No. 7 - Regulation of Abnormal Stock Trading in Listed Companies Related to Major Assets Restructuring do not apply to the transaction parties 10. The transaction is in compliance with Article 4 of Listed Companies Regulation Guidance No. 9 - Regulatory Requirements for Planning and Implementing Major Assets Restructuring of Listed Companies 11. Independence of the evaluation institution, rationality of the evaluation hypothesis, correlation between the evaluation method and evaluation purpose, and fairness of the evaluation and pricing 12. Audit report, pro forma review report and evaluation report related to the major assets purchase 13. Diluted immediate return after the transaction and filling measures 14. Completeness and compliance of the legal procedure of the transaction, and validity of the legal documents submitted 15. Assets purchase and sale within 12 months prior to the transaction 16. No abnormal fluctuation of the Company's share price within 20 trading days prior to the initial transaction announcement 17. Full authorization to the board to handle matters regarding the transaction 18. Statement on the confidentiality measures and system adopted for the transaction 19. Statement on the pricing basis of the transaction and the rationality 20. The settlement agreement to be signed with a company 21. Report (revised draft) on major assets purchase and its summary 22. Audit report with an extended period and pro forma audit report related to the transaction 23. The supplementary agreements on the equity transfer agreement to be signed with Carlsberg International A/S Meeting attendees: 1. A-share holders registered at CSDC Shenzhen after the close of trading on 08 June 2026 are entitled to vote. Original notarized power of attorney for voting is required. 2. Directors of the board, supervisors of the supervisory committee, senior executives and appointed lawyers are entitled to attend the meeting. Registration period: from 09 June 2026 to 09 June 2026 The Company's shareholder may choose to vote online via the trading system of Shenzhen Stock Exchange or via the website of http://wltp.cninfo.com.cn. Part I Voting via the trading system Voting date: 12 June 2026 Voting code:360752 Voting abbreviation:Tibet Development voting Voting process: 1. To input the "buy" instruction to begin voting 2. To input the serial number of the Investors Meeting proposals under the item of "subscription price" "1 share" for voting for, "2 shares" for voting against and "3 shares" for "abstention". Part II Voting via the internet Shareholders may choose the CA (certification authority) or service password for identity verification. As to the service password, shareholders may apply for a password on the website http://www.szse.cn or http://wltp.cninfo.com.cn. Voting period: from 12 June 2026 to 12 June 2026.
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