UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of February 2024

 

 

 

Commission File Number: 001-39601

 

 

 

MINISO Group Holding Limited

 

8F, M Plaza, No. 109, Pazhou Avenue

Haizhu District, Guangzhou 510000, Guangdong Province

The People’s Republic of China
(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F x       Form 40-F ¨

 

 

 

 

 

 

Exhibit Index

 

Exhibit 99.1 — Next Day Disclosure Return Dated February 1, 2024

Exhibit 99.2 — Next Day Disclosure Return Dated February 1, 2024

Exhibit 99.3 — HKEx Announcement – Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  MINISO Group Holding Limited
       
  By       : /s/ Jingjing Zhang
  Name : Jingjing Zhang
  Title : Chief Financial Officer

 

Date: February 5, 2024

 

 

 

Exhibit 99.1

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FF304 Page 1 of 7 v 1.2.5 Next Day Disclosure Return (Equity issuer - changes in issued share capital and/or share buybacks) Instrument: Equity issuer Status: New Submission Name of Issuer: MINISO Group Holding Limited Date Submitted: 01 February 2024 Section I must be completed by a listed issuer where there has been a change in its issued share capital which is discloseable pursuant to rule 13.25A of the Main Board Rules (the “Main Board Listing Rules”) / rule 17.27A of the GEM Rules (the “GEM Listing Rules”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Exchange”) Section I 1. Class of shares Ordinary shares Type of shares Not applicable Listed on SEHK (Note 11) Yes Stock code (if listed) 09896 Description Issues of shares (Notes 6 and 7) No. of shares Issued shares as a % of existing number of issued shares before relevant share issue (Notes 4, 6 and 7) Issue price per share (Notes 1 and 7) Closing market price per share of the immediately preceding business day (Note 5) % discount(-)/ premium of issue price to market price (Note 7) Opening balance as at (Note 2) 31 January 2024 1,263,689,685 1). Repurchase of shares (or other securities) but not cancelled Repurchase of 99,662 American depository shares (representing 398,648 ordinary shares) on December 8, 2023 U.S. time Date of changes 08 December 2023 398,648 % % 2). Repurchase of shares (or other securities) but not cancelled Repurchase of 102,365 American depository shares (representing 409,460 ordinary shares) on December 11, 2023 U.S. time Date of changes 11 December 2023 409,460 % %

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FF304 Page 2 of 7 v 1.2.5 3). Repurchase of shares (or other securities) but not cancelled Shares repurchased on December 14, 2023 in HK Date of changes 14 December 2023 273,600 % % 4). Repurchase of shares (or other securities) but not cancelled Repurchase of 98,500 American depository shares (representing 394,000 ordinary shares) on December 14, 2023 U.S. time Date of changes 14 December 2023 394,000 % % 5). Repurchase of shares (or other securities) but not cancelled Repurchase of 62,000 American depository shares (representing 248,000 ordinary shares) on December 18, 2023 U.S. time Date of changes 18 December 2023 248,000 % % 6). Repurchase of shares (or other securities) but not cancelled Shares repurchased on December 19, 2023 in HK Date of changes 19 December 2023 60,000 % % 7). Repurchase of shares (or other securities) but not cancelled Shares repurchased on December 21, 2023 in HK Date of changes 21 December 2023 374,800 % % 8). Repurchase of shares (or other securities) but not cancelled Repurchase of 64,500 American depository shares (representing 258,000 ordinary shares) on January 2, 2024 U.S. time Date of changes 02 January 2024 258,000 % % 9). Repurchase of shares (or other securities) but not cancelled Repurchase of 23,500 American depository shares (representing 94,000 ordinary shares) on January 3, 2024 U.S. time 94,000 % %

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FF304 Page 3 of 7 v 1.2.5 Date of changes 03 January 2024 10). Repurchase of shares (or other securities) but not cancelled Repurchase of 7,000 American depository shares (representing 28,000 ordinary shares) on January 22, 2024 U.S. time Date of changes 22 January 2024 28,000 % % 11). Repurchase of shares (or other securities) but not cancelled Repurchase of 17,600 American depository shares (representing 70,400 ordinary shares) on January 24, 2024 U.S. time Date of changes 24 January 2024 70,400 % % 12). Repurchase of shares (or other securities) but not cancelled Repurchase of 28,500 American depository shares (representing 114,000 ordinary shares) on January 26, 2024 U.S. time Date of changes 26 January 2024 114,000 % % 13). Repurchase of shares (or other securities) but not cancelled Repurchase of 106,500 American depository shares (representing 426,000 ordinary shares) on January 29, 2024 U.S. time Date of changes 29 January 2024 426,000 % % 14). Repurchase of shares (or other securities) but not cancelled Shares repurchased on January 30, 2024 in HK Date of changes 30 January 2024 625,200 % % 15). Repurchase of shares (or other securities) but not cancelled Shares repurchased on January 31, 2024 in HK Date of changes 31 January 2024 430,000 % % 16). Repurchase of shares (or other securities) but not cancelled Repurchase of 7,000 American depository shares 28,000 0.002216 % %

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FF304 Page 4 of 7 v 1.2.5 (representing 28,000 ordinary shares) on January 31, 2024 U.S. time Date of changes 31 January 2024 Closing balance as at (Note 8) 31 January 2024 1,263,689,685

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FF304 Page 5 of 7 v 1.2.5 Notes to Section I: 1. Where shares have been issued at more than one issue price per share, a weighted average issue price per share should be given. 2. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to Main Board Rule 13.25A / GEM Rule 17.27A or Monthly Return pursuant to Main Board Rule 13.25B / GEM Rule 17.27B, whichever is the later. 3. Please set out all changes in issued share capital requiring disclosure pursuant to Main Board Rule 13.25A / GEM Rule 17.27A together with the relevant dates of issue. Each category will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer's Monthly Return. For example, multiple issues of shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and disclosed as one category. However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed as 2 separate categories. 4. The percentage change in the number of issued shares of listed issuer is to be calculated by reference to the listed issuer's total number of shares in issue (excluding for such purpose any shares repurchased or redeemed but not yet cancelled) as it was immediately before the earliest relevant event which has not been disclosed in a Monthly Return or Next Day Disclosure Return. 5. Where trading in the shares of the listed issuer has been suspended, “closing market price per share of the immediately preceding business day” should be construed as “closing market price per share of the business day on which the shares were last traded”. 6. In the context of a repurchase of shares: ■ “issues of shares” should be construed as “repurchases of shares”; and We hereby confirm to the best knowledge, information and belief that, in relation to each issue of securities as set out in Section I, it has been duly authorised by the board of directors of the listed issuer and, insofar as applicable: (Note 9) (i) all money due to the listed issuer in respect of the issue of securities has been received by it; (ii) all pre-conditions for the listing imposed by the Main Board Listing Rules / GEM Listing Rules under "Qualifications of listing" have been fulfilled; (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled; (iv) all the securities of each class are in all respects identical (Note 10); (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements; (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue; (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and (viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

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FF304 Page 6 of 7 v 1.2.5 ■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “repurchased shares as a % of existing number of shares before relevant share repurchase”. 7. In the context of a redemption of shares: ■ “issues of shares” should be construed as “redemptions of shares”; ■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “redeemed shares as a % of existing number of shares before relevant share redemption”; and ■ “issue price per share” should be construed as “redemption price per share”. 8. The closing balance date is the date of the last relevant event being disclosed. 9. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. 10. “Identical” means in this context: ■ the securities are of the same nominal value with the same amount called up or paid up; ■ they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and ■ they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects. 11. SEHK refers to Stock Exchange of Hong Kong.

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FF304 Page 7 of 7 v 1.2.5 We hereby confirm that the repurchases set out in A above which were made on the Exchange were made in accordance with the Main Board Listing Rules / GEM Listing Rules and that there have been no material changes to the particulars contained in the Explanatory Statement dated October 19, 2023 which has been filed with the Exchange. We also confirm that any purchases set out in A above which were made on another stock exchange were made in accordance with the domestic rules applying to purchases made on that other exchange. Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under Main Board Rule 10.06(4)(a) / GEM Rule 13.13(1). The issuer has Purchase report or additional information for issuer whose primary listing is on the Exchange Section II 1. Class of shares Ordinary shares Type of shares Not applicable Listed on SEHK (Note) Yes Stock code (if listed) 09896 Description A. Purchase report Trading date Number of securities purchased Method of purchase (Note) Price per share or highest price paid $ Lowest price paid $ Total paid $ 1). 31 January 2024 28,000 On another stock exchange New York Stock Exchange HKD 33.8085 HKD 33.4763 HKD 942,222.1 Total number of securities 28,000 purchased B. Additional information for issuer whose primary listing is on the Exchange 1). Number of such securities purchased on the Exchange in the year to date (since ordinary resolution) 2). % of number of shares in issue at time ordinary resolution passed acquired on the Exchange since date of resolution ( (a) x 100 )/ Number of shares in issue Total paid $ HKD 942,222.1 (a) 2,073,600 0.164091 % Remarks: The "Exchange" mentioned in B above includes both The Stock Exchange of Hong Kong Limited and the New York Stock Exchange. Note to Section II: Please state whether on the Exchange, on another stock exchange (stating the name of the exchange), by private arrangement or by general offer. Submitted by: Ye Guofu (Name) Title: Director (Director, Secretary or other Duly Authorised Officer)

Exhibit 99.2

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FF304 Page 1 of 7 v 1.2.5 Next Day Disclosure Return (Equity issuer - changes in issued share capital and/or share buybacks) Instrument: Equity issuer Status: New Submission Name of Issuer: MINISO Group Holding Limited Date Submitted: 01 February 2024 Section I must be completed by a listed issuer where there has been a change in its issued share capital which is discloseable pursuant to rule 13.25A of the Main Board Rules (the “Main Board Listing Rules”) / rule 17.27A of the GEM Rules (the “GEM Listing Rules”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Exchange”) Section I 1. Class of shares Ordinary shares Type of shares Not applicable Listed on SEHK (Note 11) Yes Stock code (if listed) 09896 Description Issues of shares (Notes 6 and 7) No. of shares Issued shares as a % of existing number of issued shares before relevant share issue (Notes 4, 6 and 7) Issue price per share (Notes 1 and 7) Closing market price per share of the immediately preceding business day (Note 5) % discount(-)/ premium of issue price to market price (Note 7) Opening balance as at (Note 2) 31 January 2024 1,263,689,685 1). Repurchase of shares (or other securities) but not cancelled Repurchase of 99,662 American depository shares (representing 398,648 ordinary shares) on December 8, 2023 U.S. time Date of changes 08 December 2023 398,648 % % 2). Repurchase of shares (or other securities) but not cancelled Repurchase of 102,365 American depository shares (representing 409,460 ordinary shares) on December 11, 2023 U.S. time Date of changes 11 December 2023 409,460 % %

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FF304 Page 2 of 7 v 1.2.5 3). Repurchase of shares (or other securities) but not cancelled Shares repurchased on December 14, 2023 in HK Date of changes 14 December 2023 273,600 % % 4). Repurchase of shares (or other securities) but not cancelled Repurchase of 98,500 American depository shares (representing 394,000 ordinary shares) on December 14, 2023 U.S. time Date of changes 14 December 2023 394,000 % % 5). Repurchase of shares (or other securities) but not cancelled Repurchase of 62,000 American depository shares (representing 248,000 ordinary shares) on December 18, 2023 U.S. time Date of changes 18 December 2023 248,000 % % 6). Repurchase of shares (or other securities) but not cancelled Shares repurchased on December 19, 2023 in HK Date of changes 19 December 2023 60,000 % % 7). Repurchase of shares (or other securities) but not cancelled Shares repurchased on December 21, 2023 in HK Date of changes 21 December 2023 374,800 % % 8). Repurchase of shares (or other securities) but not cancelled Repurchase of 64,500 American depository shares (representing 258,000 ordinary shares) on January 2, 2024 U.S. time Date of changes 02 January 2024 258,000 % % 9). Repurchase of shares (or other securities) but not cancelled Repurchase of 23,500 American depository shares (representing 94,000 ordinary shares) on January 3, 2024 U.S. time 94,000 % %

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FF304 Page 3 of 7 v 1.2.5 Date of changes 03 January 2024 10). Repurchase of shares (or other securities) but not cancelled Repurchase of 7,000 American depository shares (representing 28,000 ordinary shares) on January 22, 2024 U.S. time Date of changes 22 January 2024 28,000 % % 11). Repurchase of shares (or other securities) but not cancelled Repurchase of 17,600 American depository shares (representing 70,400 ordinary shares) on January 24, 2024 U.S. time Date of changes 24 January 2024 70,400 % % 12). Repurchase of shares (or other securities) but not cancelled Repurchase of 28,500 American depository shares (representing 114,000 ordinary shares) on January 26, 2024 U.S. time Date of changes 26 January 2024 114,000 % % 13). Repurchase of shares (or other securities) but not cancelled Repurchase of 106,500 American depository shares (representing 426,000 ordinary shares) on January 29, 2024 U.S. time Date of changes 29 January 2024 426,000 % % 14). Repurchase of shares (or other securities) but not cancelled Shares repurchased on January 30, 2024 in HK Date of changes 30 January 2024 625,200 % % 15). Repurchase of shares (or other securities) but not cancelled Shares repurchased on January 31, 2024 in HK Date of changes 31 January 2024 430,000 % % 16). Repurchase of shares (or other securities) but not cancelled Repurchase of 7,000 American depository shares 28,000 % %

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FF304 Page 4 of 7 v 1.2.5 (representing 28,000 ordinary shares) on January 31, 2024 U.S. time Date of changes 31 January 2024 17). Repurchase of shares (or other securities) but not cancelled Shares repurchased on February 1, 2024 in HK Date of changes 01 February 2024 175,000 0.013848 % % Closing balance as at (Note 8) 01 February 2024 1,263,689,685

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FF304 Page 5 of 7 v 1.2.5 Notes to Section I: 1. Where shares have been issued at more than one issue price per share, a weighted average issue price per share should be given. 2. Please insert the closing balance date of the last Next Day Disclosure Return published pursuant to Main Board Rule 13.25A / GEM Rule 17.27A or Monthly Return pursuant to Main Board Rule 13.25B / GEM Rule 17.27B, whichever is the later. 3. Please set out all changes in issued share capital requiring disclosure pursuant to Main Board Rule 13.25A / GEM Rule 17.27A together with the relevant dates of issue. Each category will need to be disclosed individually with sufficient information to enable the user to identify the relevant category in the listed issuer's Monthly Return. For example, multiple issues of shares as a result of multiple exercises of share options under the same share option scheme or of multiple conversions under the same convertible note must be aggregated and disclosed as one category. However, if the issues resulted from exercises of share options under 2 share option schemes or conversions of 2 convertible notes, these must be disclosed as 2 separate categories. 4. The percentage change in the number of issued shares of listed issuer is to be calculated by reference to the listed issuer's total number of shares in issue (excluding for such purpose any shares repurchased or redeemed but not yet cancelled) as it was immediately before the earliest relevant event which has not been disclosed in a Monthly Return or Next Day Disclosure Return. 5. Where trading in the shares of the listed issuer has been suspended, “closing market price per share of the immediately preceding business day” should be construed as “closing market price per share of the business day on which the shares were last traded”. 6. In the context of a repurchase of shares: ■ “issues of shares” should be construed as “repurchases of shares”; and We hereby confirm to the best knowledge, information and belief that, in relation to each issue of securities as set out in Section I, it has been duly authorised by the board of directors of the listed issuer and, insofar as applicable: (Note 9) (i) all money due to the listed issuer in respect of the issue of securities has been received by it; (ii) all pre-conditions for the listing imposed by the Main Board Listing Rules / GEM Listing Rules under "Qualifications of listing" have been fulfilled; (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled; (iv) all the securities of each class are in all respects identical (Note 10); (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements; (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue; (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and (viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

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FF304 Page 6 of 7 v 1.2.5 ■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “repurchased shares as a % of existing number of shares before relevant share repurchase”. 7. In the context of a redemption of shares: ■ “issues of shares” should be construed as “redemptions of shares”; ■ “issued shares as a % of existing number of shares before relevant share issue” should be construed as “redeemed shares as a % of existing number of shares before relevant share redemption”; and ■ “issue price per share” should be construed as “redemption price per share”. 8. The closing balance date is the date of the last relevant event being disclosed. 9. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. 10. “Identical” means in this context: ■ the securities are of the same nominal value with the same amount called up or paid up; ■ they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and ■ they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects. 11. SEHK refers to Stock Exchange of Hong Kong.

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FF304 Page 7 of 7 v 1.2.5 We hereby confirm that the repurchases set out in A above which were made on the Exchange were made in accordance with the Main Board Listing Rules / GEM Listing Rules and that there have been no material changes to the particulars contained in the Explanatory Statement dated October 19, 2023 which has been filed with the Exchange. We also confirm that any purchases set out in A above which were made on another stock exchange were made in accordance with the domestic rules applying to purchases made on that other exchange. Section II must also be completed by a listed issuer where it has made a repurchase of shares which is discloseable under Main Board Rule 10.06(4)(a) / GEM Rule 13.13(1). The issuer has Purchase report or additional information for issuer whose primary listing is on the Exchange Section II 1. Class of shares Ordinary shares Type of shares Not applicable Listed on SEHK (Note) Yes Stock code (if listed) 09896 Description A. Purchase report Trading date Number of securities purchased Method of purchase (Note) Price per share or highest price paid $ Lowest price paid $ Total paid $ 1). 01 February 2024 175,000 On the Exchange HKD 34 HKD 33.7 HKD 5,927,100 Total number of securities 175,000 purchased B. Additional information for issuer whose primary listing is on the Exchange 1). Number of such securities purchased on the Exchange in the year to date (since ordinary resolution) 2). % of number of shares in issue at time ordinary resolution passed acquired on the Exchange since date of resolution ( (a) x 100 )/ Number of shares in issue Total paid $ HKD 5,927,100 (a) 2,248,600 0.177939 % Remarks: The "Exchange" mentioned in B above includes both The Stock Exchange of Hong Kong Limited and the New York Stock Exchange. Note to Section II: Please state whether on the Exchange, on another stock exchange (stating the name of the exchange), by private arrangement or by general offer. Submitted by: Ye Guofu (Name) Title: Director (Director, Secretary or other Duly Authorised Officer)

Exhibit 99.3

FF301 Page 1 of 7 v 1.0.2 Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities For the month ended: 31 January 2024 Status: New Submission To : Hong Kong Exchanges and Clearing Limited Name of Issuer: MINISO Group Holding Limited Date Submitted: 05 February 2024 I. Movements in Authorised / Registered Share Capital 1. Class of shares Ordinary shares Type of shares Not applicable Listed on SEHK (Note 1) Yes Stock code 09896 Description Number of authorised/registered shares Par value Authorised/registered share capital Balance at close of preceding month 10,000,000,000 USD 0.00001 USD 100,000 Increase / decrease (-) 0 USD 0 Balance at close of the month 10,000,000,000 USD 0.00001 USD 100,000 Total authorised/registered share capital at the end of the month: USD 100,000

FF301 Page 2 of 7 v 1.0.2 II. Movements in Issued Shares 1. Class of shares Ordinary shares Type of shares Not applicable Listed on SEHK (Note 1) Yes Stock code 09896 Description Balance at close of preceding month 1,263,689,685 Increase / decrease (-) 0 Balance at close of the month 1,263,689,685

FF301 Page 3 of 7 v 1.0.2 III. Details of Movements in Issued Shares (A). Share Options (under Share Option Schemes of the Issuer) 1. Class of shares issuable Ordinary shares Type of shares Not applicable Shares issuable to be listed on SEHK (Note 1) Yes Stock code of shares issuable (if listed on SEHK) (Note 1) 09896 Particulars of share option scheme Number of share options outstanding at close of preceding month Movement during the month Number of share options outstanding at close of the month No. of new shares of issuer issued during the month pursuant thereto (A) No. of new shares of issuer which may be issued pursuant thereto as at close of the month The total number of securities which may be issued upon exercise of all share options to be granted under the scheme at close of the month 1). Share Incentive Plan adopted in September 2020 Exercise Price: USD0.00 - 0.036 Granted on 16/1/2020, 27/9/2020, 15/10/2020 and 15/10/2021 5,169,104 Lapsed -12,000 5,157,104 0 0 48,527,444 General Meeting approval date (if applicable) Total A (Ordinary shares): 0 Total funds raised during the month from exercise of options: USD 0 Remarks: (B). Warrants to Issue Shares of the Issuer which are to be Listed Not applicable (C). Convertibles (i.e. Convertible into Issue Shares of the Issuer which are to be Listed) Not applicable 1. The maximum aggregate number of ordinary shares that may be issued under the 2020 Share Incentive Plan (the "2020 Plan") is 147,301,128 shares, of which 92,586,048 shares are already issued to certain share incentive award holding vehicles for the issue, vesting and exercise of share options granted, and 6,187,636 shares represented by the 1,546,909 American Depositary Shares ("ADSs") have been repurchased from the NYSE for the benefit of the 2020 Plan pursuant to a share repurchase program adopted in December 2021. 2. The Company can still issue up to 48,527,444 shares (i.e. 147,301,128 - 92,586,048 - 6,187,636 ) for share options that can potentially be granted under the 2020 Plan.

FF301 Page 4 of 7 v 1.0.2 Total increase / decrease (-) in Ordinary shares during the month (i.e. Total of A to E) 0 (D). Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be listed, including Options (other than Share Options Schemes) Not applicable (E). Other Movements in Issued Share 1. Class of shares issuable (Note 5 and 6) Ordinary shares Type of shares Not applicable Shares issuable to be listed on SEHK (Note 1, 5 and 6) Yes Stock code of shares issuable (if listed on SEHK) (Note 1, 5 and 6) 09896 Type of Issue At price (if applicable) Issue and allotment date (Note 5 and 6) General Meeting approval date (if applicable) No. of new shares of issuer issued during the month pursuant thereto (E) No. of new shares of issuer which may be issued pursuant thereto as at close of the Currency Amount month 1). Repurchase of shares 28 December 2022 0 -2,158,508 2). Repurchase of shares 21 December 2023 0 -2,073,600 Total E (Ordinary shares): 0 Remarks: 1. The above 2,158,508 shares are represented by a total of 708,400 ordinary shares repurchased from the SEHK on December 14, 19, 21, 2023 and a total of 362,527 ADSs repurchased from the NYSE on December 8, 11, 14, 18, 2023 and such shares are still pending cancellation as at January 31, 2024. 2. The above 2,073,600 shares are represented by a total of 1,055,200 ordinary shares repurchased from the SEHK on January 30, 31, 2024 and a total of 254,600 ADSs repurchased from the NYSE on January 2, 3, 22, 24, 26, 29, 31, 2024 and such shares are still pending cancellation as at January 31, 2024.

FF301 Page 5 of 7 v 1.0.2 IV. Information about Hong Kong Depositary Receipt (HDR) Not applicable

FF301 Page 6 of 7 v 1.0.2 V. Confirmations We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised by the board of directors of the listed issuer and, insofar as applicable: (Note 2) (i) all money due to the listed issuer in respect of the issue of securities has been received by it; (ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under "Qualifications of listing" have been fulfilled; (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled; (iv) all the securities of each class are in all respects identical (Note 3); (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements; (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue; (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and (viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies. Submitted by: Ye Guofu Title: Director (Director, Secretary or other Duly Authorised Officer) Notes 1. SEHK refers to Stock Exchange of Hong Kong. 2. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, no further confirmation is required to be made in this return.

FF301 Page 7 of 7 v 1.0.2 3. “Identical” means in this context: . the securities are of the same nominal value with the same amount called up or paid up; they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and . they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects. 4. If there is insufficient space, please submit additional document. 5. In the context of repurchase of shares: . “shares issuable to be listed on SEHK” should be construed as “shares repurchased listed on SEHK”; and . “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares repurchased (if listed on SEHK)”; and . “class of shares issuable” should be construed as “class of shares repurchased”; and . “issue and allotment date” should be construed as “cancellation date” 6. In the context of redemption of shares: . “shares issuable to be listed on SEHK” should be construed as “shares redeemed listed on SEHK”; and . “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares redeemed (if listed on SEHK)”; and . “class of shares issuable” should be construed as “class of shares redeemed”; and . “issue and allotment date” should be construed as “redemption date” .


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