Securities Code: 002352 Securities Abbreviation: SF Holding Announcement Number: 2026-018 SF Holding Co., Ltd. Voluntary Announcement on the 2026 H Share Repurchase Plan The Company and all members of the Board of Directors guarantee that the information disclosed is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions. Pursuant to the "Company Law," the "Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited" (hereinafter referred to as the "Hong Kong Listing Rules"), and the "Articles of Association," SF Holding Co., Ltd. (hereinafter referred to as the "Company") deliberated and approved the "Proposal on the 2026 H Share Repurchase Plan" at the Fourth Meeting of the Seventh Board of Directors held on March 30, 2026. To further protect shareholder interests and enhance investor confidence, the Board of Directors, based on the general mandate to repurchase H shares approved by the 2024 Annual General Meeting held on June 13, 2025, and the new general mandate to be proposed for approval at the 2025 Annual General Meeting, has launched an H share repurchase plan with a total repurchase amount not exceeding HKD 500 million. The details are as follows: I. Main Content of the Repurchase Plan (I) Purpose and Use of Repurchased Shares Based on firm confidence in the Company's future development prospects and high recognition of the Company's value, to further protect shareholder interests and enhance investor confidence, the Company plans to repurchase its H shares after comprehensively considering its business development prospects, operating conditions, financial status, and future profitability, as well as the recent performance of its H share stock in the secondary market. The repurchased H shares will be held as treasury stock. (II) Total Amount of Funds and Sources for Repurchase The total repurchase amount shall not exceed HKD 500 million. The funds will come from the Company's own funds, self-raised funds, or funds that comply with legal and regulatory requirements. (III) Repurchase Price of Shares In accordance with the requirements of the "Hong Kong Listing Rules," the daily repurchase price for this H share repurchase shall not exceed 5% above the average closing price of H shares in the five trading days prior to the repurchase, or as otherwise determined by market conditions. (IV) Number of Shares to be Repurchased The number of shares to be repurchased shall not exceed 10% of the total issued H shares of the Company (excluding treasury shares of H shares, if applicable) as of the date the general mandate/new mandate for H share repurchase is approved. (V) Duration of Repurchase Implementation The duration for the implementation of this share repurchase shall be within 12 months from the date the Board of Directors approves the repurchase plan. If any of the following conditions are met, the repurchase period will expire in advance:
- If the amount of funds used for repurchase reaches the maximum limit within this period, the repurchase plan will be completed, and the repurchase period will expire in advance from that date.
- If the Company's Board of Directors decides to terminate this repurchase plan in advance, the repurchase period will expire in advance from the date the Board of Directors approves it.
- If the general mandate expires and a new mandate is approved by the 2025 Annual General Meeting, the period will be extended to the end of the new mandate. (VI) Arrangements After Share Repurchase The repurchased H shares will be held as treasury stock and disposed of in accordance with the "Hong Kong Listing Rules," the "Articles of Association," and subsequent required authorizations. Specifically, within three years after the completion of the repurchase and the announcement of the repurchase results, the shares will be transferred (including sale in the secondary market) or cancelled. Alternatively, based on the Company's actual needs, the repurchased shares may be used for employee stock ownership plans, equity incentives, or for converting convertible corporate bonds issued by the Company, subject to the fulfillment of relevant approval procedures. If the Company plans to cancel the repurchased shares in the future, it will strictly follow the relevant decision-making and announcement procedures for capital reduction as stipulated in the "Company Law of the People's Republic of China," the "Articles of Association," and other applicable laws, regulations, or exchange listing rules. (VII) Specific Authorization for Management to Handle the Share Repurchase Matters To ensure the smooth implementation of this share repurchase, the Board of Directors authorizes the management to handle matters related to the repurchase of the Company's H shares during the repurchase period, including but not limited to: repurchasing shares at appropriate times, prices, and quantities within the repurchase period according to the repurchase plan; and handling other matters related to the share repurchase. This authorization is effective from the date of approval by the Board of Directors until the completion of the aforementioned authorized matters. II. Risk Warning for the Repurchase Plan Shareholders and potential investors should be aware that the repurchase of H shares will be subject to market conditions and compliance with applicable laws and regulations, and the new mandate is still subject to the approval of the 2025 Annual General Meeting. The Company will, based on the authorization of the Board of Directors, select appropriate times to make repurchase decisions and implement them within the repurchase period. The Company does not guarantee any specific timing, quantity, or price for the H share repurchase. Shareholders and potential investors are advised to exercise caution when trading the Company's securities. III. Filing Documents
- Resolution of the Fourth Meeting of the Seventh Board of Directors. Hereby announced. SF Holding Co., Ltd. Board of Directors March 30, 2025