Stock code: 688256 Stock abbreviation: Cambrian

Cambrian Technology Co., Ltd

2024 Second Extraordinary General Meeting of Shareholders Meeting Materials

November 2024

2024 Second Extraordinary General Meeting of Shareholders Meeting Materials

Table of Contents

Notice of the 2024 Second Extraordinary General Meeting of Shareholders...... 3

2024 Second Extraordinary General Meeting of Shareholders Meeting Agenda...... 6

2024 Second Extraordinary General Meeting of Shareholders Meeting Proposal ...... 8

Proposal 1: Proposal on adjusting the investment projects of raised funds and increasing the implementation subjects and implementation locations...... 8

Notice to the 2024 Second Extraordinary General Meeting of Shareholders

In order to safeguard the legitimate rights and interests of all shareholders of Cambrian Technology Co., Ltd. (hereinafter referred to as the "Company", "Cambrian", "the Company"), ensure the normal order and efficiency of the shareholders' meeting, and ensure the smooth progress of the shareholders' meeting, in accordance with the "People's Republic of China Company Law" (hereinafter referred to as the "Company Law"), the People's Republic of China Securities Law (hereinafter referred to as the "Securities Law"), the Rules of the General Meeting of Shareholders of Listed Companies and the Articles of Association of Zhongke Cambrian Technology Co., Ltd. (hereinafter referred to as). "Articles of Association") "Rules of Procedure for the General Meeting of Shareholders of Cambrian Technology Co., Ltd." and other relevant provisions, hereby formulated the second extraordinary general meeting of shareholders in 2024:

1. The general meeting of shareholders shall set up a conference affairs group, which shall be responsible for the organization of the meeting and coordinate the handling of related matters.

2. In order to confirm the attendance qualifications of shareholders or their agents attending the meeting, the meeting staff will conduct the necessary verification of the identity of the participants and ask the checked persons to cooperate. Shareholders or their agents attending the general meeting must go through the sign-in procedures at the meeting site 30 minutes before the meeting, and please present the shareholder account card, identity document or legal entity certificate, power of attorney, etc. in accordance with the relevant provisions of the registration method of the general meeting of shareholders. The registration of the meeting shall be terminated until the presiding officer announces the number of shareholders and proxies present at the meeting and the total number of shares with voting rights held at the meeting. Shareholders or their proxies who attend after the termination of on-site registration shall not participate in on-site voting, but may attend the meeting as observers.

3. In order to ensure the seriousness and normal order of the general meeting and effectively safeguard the legitimate rights and interests of the shareholders (or shareholders' agents) attending the meeting, the company has the right to refuse other personnel to enter the venue in accordance with the law, except for the shareholders (including shareholders' agents), directors, supervisors, senior managers, witness lawyers and persons invited by the board of directors who are qualified to attend the general meeting of shareholders.

4. The meeting will deliberate and vote on the proposals in the order listed in the notice of the meeting.

5. Shareholders and their representatives shall enjoy the right to speak, question and vote in accordance with the law when participating in the general meeting of shareholders. Shareholders and their representatives participating in the general meeting of shareholders shall conscientiously perform their statutory obligations, shall not infringe upon the legitimate rights and interests of the company and other shareholders and shareholders' representatives, and shall not disturb the normal order of the general meeting of shareholders.

6. In order to maintain the order of the venue and ensure the legitimate rights and interests of shareholders, shareholders and shareholders' representatives who intend to speak at the general meeting of shareholders should register at the sign-in place of the general meeting of shareholders in advance (including the proposals involved), and the conference affairs group will arrange for the shareholders who are registered first to speak first according to the number of shareholders who intend to speak; If you do not register to speak before the meeting, you will be able to speak in the After the registered shareholders have finished speaking, they should raise their hands and speak only with the permission of the presiding officer of the meeting. If more than one shareholder or shareholder's representative requests to speak at the same time, the person who raises his hand first may speak only with the permission of the presiding officer of the meeting. If the order cannot be determined, the moderator shall designate the speaker. Shareholders and shareholders' representatives should speak or ask questions based on the agenda of the meeting, concise and to the point, and the time should not exceed 5 minutes.

7. When shareholders and their representatives request to speak, they shall not interrupt the report of the meeting rapporteur or the speeches of other shareholders and their representatives. Shareholders and their proxies shall not speak at the time of voting at the general meeting of shareholders. If the shareholders and their representatives violate the above provisions, the presiding officer has the right to refuse or stop them.

8. The moderator may arrange for the company's directors, supervisors and senior managers to answer questions raised by shareholders. The moderator or his/her designated person has the right to refuse to answer any of the following circumstances: the question is not related to the topic; The matter of inquiry is pending investigation; Answering questions may reveal the company's trade secrets or inside information, and damage the common interests of the company and shareholders.

9. Shareholders and shareholders' representatives attending the general meeting of shareholders shall express one of the following opinions on the proposal submitted for voting: agree, oppose or abstain. Shareholders or proxies present at the event must sign the name of the shareholder on the voting ballot. Votes that are not filled, incorrectly filled, illegible, or not cast shall be deemed to have waived the voting rights of the voter, and the voting results of the shares held by the voter shall be counted as "abstention".

10. The general meeting of shareholders adopts a combination of on-site voting and online voting, and issues an announcement on the resolution of the general meeting of shareholders in combination with the voting results of on-site voting and online voting.

11. The meeting was witnessed and issued by the practicing lawyers of the law firm hired by the company.

12. In order to ensure the rights and interests of each shareholder, participants should pay attention to maintaining the order of the venue during the meeting, do not move around at will, adjust the mobile phone to mute state, and refuse personal audio and video recording and photography. The staff of the meeting have the right to stop the acts that interfere with the normal procedures of the meeting, pick quarrels and provoke troubles, or infringe on the legitimate rights and interests of other shareholders, and report to the relevant departments for handling. If the dissuasion fails, the presiding officer may request him or her to leave the meeting. If you do not obey the exit order, the host may order the staff to force you to leave the venue.

13. The expenses incurred by shareholders and their representatives attending the general meeting of shareholders shall be borne by the shareholders.

14. For the specific content of the registration method and voting method of this general meeting of shareholders, please refer www.sse.com.cn to the "Notice of Zhongke Cambrian Technology Co., Ltd. on Convening the Second Extraordinary General Meeting of Shareholders in 2024" (Announcement No.: 2024-

15. Special reminder: If you really need to participate in the meeting on site, please take the initiative to cooperate with the company to do on-site identity verification and personal information registration, and those who meet the requirements can enter the venue, please obey the arrangement and guidance of the on-site staff.

Agenda for the 2nd Extraordinary General Meeting of Shareholders in 2024

1. Time, place and voting method of the meeting

(1) On-site meeting time: 14:30 on November 1, 2024 (Friday).

(2) On-site meeting place: Jinhui Hall 6, 2nd Floor, Park Plaza Beijing Huayuan Hotel, No. 25 Zhichun Road, Haidian District, Beijing

(3) Convener of the meeting: the board of directors of the company

(4) Meeting voting method: The general meeting of shareholders adopts a combination of on-site voting and online voting

(5) The system, start and end dates, and voting time of online voting

Online voting system: the online voting system of the general meeting of shareholders of the Shanghai Stock Exchange

Online voting starts and ends from November 1, 2024 to November 1, 2024

Using the online voting system of the Shanghai Stock Exchange, the voting time through the voting platform of the trading system is the trading time of the day of the general meeting of shareholders, that is, 9:15-9:25, 9:30-11:30, 13:00-15:00, and the voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders.

2. On-site meeting agenda

(1) Participants sign in, and shareholders or their agents register

(2) The presiding officer announces the opening of the meeting

(3) The moderator announces the attendance of the on-site meeting

(4) Read out the instructions of the meeting

(5) Examine each bill item by item

1. "Proposal on Adjusting the Investment Projects of Raised Funds and Increasing the Implementation Subjects and Implementation Locations"

(6) In response to the deliberation of the general meeting of shareholders, shareholders and agents attending the meeting made speeches and asked questions

(7) Elect scrutineers and tellers

(8) Shareholders and proxies attending the meeting vote on each proposal and fill in the voting ballot

(9) Adjourn the meeting and count the results of on-site voting

(10) Resume the meeting and read out the results of the on-site voting

(11) The witness lawyer reads out the witness opinion

(12) Sign the documents of the meeting

(13) Declare the meeting closed

Cambrian Technology Co., Ltd

2024 Second Extraordinary General Meeting of Shareholders Meeting Proposals

Proposal 1: Proposal on adjusting the investment project of raised funds and increasing the implementation subject and implementation location

Dear Shareholders and Shareholders' Representatives,

After careful consideration, in order to fully protect the rights and interests of investors and improve the efficiency of the use of raised funds, the company intends to issue shares to specific objects in 2022 to raise funds for the "stable process platform chip project".

The amount of funds to be raised will be adjusted from 699.7368 million yuan to 449.7368 million yuan, and the reduced amount of 250 million yuan will be permanent

Replenish the company's working capital for a long time. The 315,487,800 yuan of the company's IPO surplus funds used for the "stable process platform chip project" will permanently supplement the company's working capital (the actual amount is subject to the remaining amount of the special account for the fund-raising project on the day of fund transfer).

Since the company's other research projects have purchased some of the equipment, software and IP required in the fundraising and investment projects before the launch of the fundraising and investment projects, they can be reused in the "stable process platform chip project" and "advanced process platform chip project", and some of the assets and software originally planned to be purchased do not need to be repurchased during the implementation of the fundraising and investment projects. Therefore, the company intends to adjust the investment structure details of the "stable process platform chip project" and "advanced process platform chip project", and adjust the raised funds of the above-mentioned projects and asset investment-related subjects to product development-related subjects, which is conducive to improving the efficiency of the use of raised investment funds.

In order to promote the implementation of the company's fundraising and investment project, it is planned to add the company's wholly-owned subsidiary, Shanghai Cambrian Information Technology Co., Ltd. (hereinafter referred to as "Shanghai Cambrian") as the implementation body of the "general intelligent processor technology research and development project for emerging application scenarios", and the company will jointly implement the fundraising project with Shanghai Cambrian; It is proposed to add Shanghai Cambrian Information Technology Co., Ltd. Shenzhen Branch as the main body of the implementation of the "Advanced Process Platform Chip Project" and "Stable Process Platform Chip Project", and the company will jointly implement the above-mentioned fundraising projects with Shanghai Cambrian and its Shenzhen Branch.

This proposal has been deliberated and passed by the 24th meeting of the second board of directors of the company, and is now submitted to the general meeting of shareholders for consideration. After the deliberation and approval of the general meeting of shareholders of the company, the board of directors of the company intends to approve the establishment of special accounts for raising funds by the new implementing entities, and authorize the management of the company to be responsible for organizing and implementing the relevant matters related to the implementation of the new raised funds, including but not limited to the opening and cancellation of the special account for raising funds, the signing and termination of the special account agreement for raising funds, etc.

For details of the adjustments, please refer to the Company's website on the Shanghai Stock Exchange on October 1, 2024

(www.sse.com.cn) Announcement on Adjusting the Investment Projects of Raised Funds and Increasing the Implementation Entities and Implementation Locations (Announcement No.: 2024-045) disclosed by the Publication.

Board of Directors of Cambrian Technology Co., Ltd

November 1, 2024