China Automotive Systems, Inc. (CAAS) Earnings Call Transcript & Summary

Welcome to the 2025 Special Stockholders Meeting. I am Chen Hanlin, Chairman of the Board of Directors. I will be presiding over this meeting. It is now 9:00 a.m., and the meeting will begin. I would like to introduce our other directors who are present or have joined via telephone conference today: Director and CEO, Wu Qizhou; Independent Directors, Xu Guangxun, Robert Wei Cheng Tung and Tong Teo. Also present or joined via telephone conference are the management members, legal adviser, independent auditor, IR adviser, shareholders and guests of the company. Chief Financial Officer, Li Jie; Vice President, Andy Tse, Hanlin Chen and Dr. Cai Hai Mian, Secretary of the Board of Directors, Wei Na; the company's Legal Counsel, Simon Luk of Sichenzia Ross; the company's independent auditor, Tina Liu of PwC; the company's IR representative, Dixon Chen and Kevin Theiss of Awaken Advisors. This morning, our program will proceed as follows: First, I will conduct the official business portion of the meeting. Please limit any questions you may have to those which relate to the formal business at hand. Following that, we will move along to the question-and-answer session. Before starting, I would ask all those in attendance here today to ensure that you have registered. If you have not registered, please do so now. During this meeting, we ask that shareholders not address the meeting unless recognized, and all questions should be directed to me as Chairman. If you have been recognized, please identify yourself and your status, whether as a shareholder or a representative of a shareholder. Questions and comments will be permitted during the question-and-answer session after the business portion of the meeting. We will now proceed to the business portion of the meeting. The following have been delivered to the company prior to the meeting. An affidavit signed by Joanne Vogel from Broadridge Financial Solutions, Inc., certifying that the official notice of this meeting has been given as contained in a notice of Internet availability mailed on or about August 5, 2025, and a certified list of the holders of common stock of the company as of the close of business on July 30, 2025, being the record date for determining shareholders who are entitled to notice of and to vote at this meeting. In addition, the proxy statement, the proxy and other materials necessary for shareholders voting at this meeting have been available on the website specified in the notice of Internet availability on or before August 5, 2025. The instructions to execute proxy are also available on the website specified in such notice. A copy of the aforementioned will be incorporated into the minutes of the meeting. A copy of the list of stockholders as at the record date is available for inspection by shareholders. The Board of Directors has appointed Ms. Wei Na to serve as the Inspector of Election. Ms. Wei has delivered to me the signed oath of the Inspector of Election. Such an oath will also be incorporated into the minutes of the meeting. Ms. Wei will tabulate the results of the voting at the appointed time. Many stockholders have already submitted their proxies. All proxies will be voted as marked by the stockholders who signed them. The holders of any undelivered proxies may present the proxies at this time to Ms. Wei. [Audio Gap] the merger proposal, to be voted upon is the approval of the merger of the company [Audio Gap] and China Automotive Systems Holdings Inc., an exempted company incorporated under the laws of the Cayman Islands and a wholly owned subsidiary of the company, CAAS Cayman, which includes a plan of merger required to be filed with the register of companies of the Cayman Islands, pursuant to which the company will merge with and into CAAS Cayman, with CAAS Cayman as the surviving company upon the merger becoming effective, and whereby, each issued and outstanding share of the common stock of the company will be converted into the right to receive 1 ordinary share of CAAS Cayman credited as fully paid the redomicile merger. The second order of business, the adjournment proposal concerns the consideration and vote on the proposal to adjourn the special meeting from time to time, to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement and the Redomicile Merger contemplated by the merger agreement at this special meeting. Are there any questions? The company has not received any notice from its shareholders as required under its bylaws or pursuant to Rule 14a-8 under the Securities Exchange Act of 1934 of any other matter to be considered at this special meeting. Therefore, no other proposals may be properly introduced by shareholders at this meeting. We will now proceed to balloting on the previously discussed motions. It is now 9:11 a.m. The polls for voting on all matters are hereby open. Stockholders who are voting by proxy need not cast ballots in the voting today unless they wish to change their votes. Those stockholders who wish to vote by ballot should have received a ballot at the door. If you would like to vote by ballot and did not receive any ballot at the door, please raise your hand and a ballot will be provided to you. Let's take a few moments to complete and return these ballots to the Inspector of Election. [Voting]

Wait a few minutes. It is now 9:14 a.m. The polls for voting on all matters are hereby closed. According to the preliminary report of the Inspector of Election, the proposal to approve and adopt the merger agreement by and between the company and China Automotive Systems Holdings, Inc., including a plan of merger required to be filed with the registrar of companies of the Cayman Islands and the subsequent redomicile merger has been approved, and the adjournment proposal has become irrelevant and not voted upon. That concludes the business portion of the meeting. Are there any questions? As there are no questions, this meeting is adjourned. Now we would like to receive questions and comments from our shareholders. We would appreciate your first identifying yourself by name, organization and as a shareholder or representative of a shareholder. Please feel free to address your questions specifically to any of the members of the Board of Directors or management. And please limit your questions or comment. Thank you.

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