THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Zhejiang Shibao Company Limited you should at once hand this circular and the accompanying proxy form to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

ZHEJIANG SHIBAO COMPANY LIMITED*

浙江世寶股份有限公司

(a joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 1057)

  1. RE-ELECTIONAND ELECTION OF DIRECTORS AND SUPERVISORS FOR THE FORTHCOMING SESSION,
  1. PROPOSED CHANGE OF DIRECTORS AND
  2. NOTICE OF ANNUAL GENERAL MEETING

A letter from the Board is set out on pages 3 to 9 of this circular.

A notice convening the AGM to be held at the conference room of the Company at 3rd Floor of Office Building No. 6, 17th Avenue, Hangzhou Economic and Technological Development Zone, Hangzhou, Zhejiang Province, China on Wednesday, 30 June 2021 at 2 : 00 p.m. is set out on pages 15 to 18 of this circular. A proxy form for use at the AGM is also enclosed. Such proxy form is also published on the designated website of Hong Kong Stock Exchange (http://www.hkexnews.hk) and the website of the Company (www.zjshibao.com).

Whether or not you are able to attend the AGM, you are requested to complete and return the form of proxy in accordance with the instructions printed thereon as soon as possible and in any event not less than 24 hours before the time appointed for the holding of the AGM (or any adjournment thereof). Completion and return of the form of proxy will not affect your rights to attend in person and vote at the AGM (or any adjournment thereof) should you so wish.

* For identification purposes only

14 May 2021

CONTENT

Page

Definitions . .

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1

Letter from the Board

1.

Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3

2.

Proposed re-election of retiring Directors and Supervisors . . . . . . . . . .

4

3.

Proposed change of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7

4.

Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

8

5.

Recommendation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

8

6.

Voting by Way of Poll . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9

Appendix I

- Biography of the retiring Directors proposed

to be re-elected . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

10

Appendix II

- Biography of the retiring Supervisors proposed

to be re-elected . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

13

Appendix III

- Biography of the Director proposed to be elected . . . . . . . . . . .

14

Notice of the Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15

- i -

DEFINITIONS

In this circular, the following expressions shall have the meanings set out below unless the context requires otherwise:

''A Share(s)''

PRC listed A Shares of the Company, with nominal

value of RMB1.00 each, which are listed and traded on

the Shenzhen Stock Exchange

''AGM''

the annual general meeting of the Company to be held

at the conference room of the Company at 3rd Floor of

Office Building No. 6, 17th Avenue, Hangzhou

Economic and Technological Development Zone,

Hangzhou, Zhejiang Province, China on Wednesday,

30 June 2021 at 2 : 00 p.m. or, where the context so

admits, any adjournment of such annual general

meeting

''AGM Notice''

the notice convening the AGM as set out on pages 15 to

18 of this circular

''Articles of Association''

the articles of association of the Company

''Beijing Autonics''

Beijing Autonics Technology Co., Ltd., a wholly-

owned subsidiary of the Company since 30 November

2016

''Board''

the board of Directors

''Company''

浙江世寶股份有限公司 (Zhejiang Shibao Company

Limited*), a joint stock company incorporated in the

PRC with limited liability

''CSRC''

China Securities Regulatory Commission

''Director(s)''

director(s) of the Company

''H Share(s)''

overseas listed foreign Shares of the Company, with

nominal value of RMB1.00 each, which are listed and

traded on Hong Kong Stock Exchange

''Hangzhou New Shibao''

Hangzhou New Shibao Electric Power Steering Co.,

Ltd., a subsidiary controlled by the Company

''Hangzhou Shibao''

Hangzhou Shibao Auto Steering Gear Co., Ltd., a

wholly-owned subsidiary of the Company

''Hong Kong''

the Hong Kong Special Administrative Region of the

PRC

  • For identification purposes only

- 1 -

DEFINITIONS

''Hong Kong Stock Exchange''

The Stock Exchange of Hong Kong Limited

''Jilin Shibao''

Jilin Shibao Machinery Manufacturing Co., Ltd., a

wholly-owned subsidiary of the Company

''Latest Practicable Date''

13 May 2021, being the latest practicable date prior to

the printing of this circular for ascertaining certain

information referred to in this circular

''Listing Rules''

the Rules Governing the Listing of Securities on Hong

Kong Stock Exchange

''Nomination Committee''

the nomination committee of the Company

''PRC''

The People's Republic of China excluding, for the

purpose of this circular only, Hong Kong, the Macau

Special Administrative Region of the PRC and Taiwan

''RMB''

Renminbi, the lawful currency of the PRC

''SFO''

Securities and Futures Ordinance, Chapter 571 of the

Laws of Hong Kong

''Shanghai Stock Exchange''

The Shanghai Stock Exchange of the PRC

''Share(s)''

A Share(s) and/or H Share(s)

''Shareholder(s)''

Holder(s) of Shares

''Shenzhen Stock Exchange''

The Shenzhen Stock Exchange of the PRC

''Shibao Holding''

Zhejiang Shibao Holding Group Co., Ltd., the

controlling Shareholder of the Company

''Supervisor(s)''

supervisor(s) of the Company

''Supervisory Committee''

the supervisory committee of the Company

''Wuhu Sterling''

Wuhu Sterling Steering System Co., Ltd., a subsidiary

controlled by the Company

- 2 -

LETTER FROM THE BOARD

ZHEJIANG SHIBAO COMPANY LIMITED*

浙江世寶股份有限公司

(a joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 1057)

Board of Directors:

Registered Office:

No. 1 Shuanglin Road

Executive Directors:

Fotang Town

Mr. Zhang Bao Yi (General Manager)

Yiwu City

Mr. Tang Hao Han

Zhejiang Province

Ms. Zhang Lan Jun

China (Postal Code 322002)

Ms. Liu Xiao Ping

Head Office and Principal Place of

Non-executive Directors:

Business in Hong Kong:

Mr. Zhang Shi Quan (Chairman)

Room 1204

Mr. Zhang Shi Zhong

C C Wu Building

302-308 Hennessy Road

Independent non-executive Directors:

Wanchai

Mr. Gong Jun Jie

Hong Kong

Mr. Lin Yi

Mr. Shum Shing Kei

14 May 2021

To Shareholders:

Dear Sir/Madam,

  1. RE-ELECTIONAND ELECTION OF DIRECTORS AND SUPERVISORS FOR THE FORTHCOMING SESSION,
    1. PROPOSED CHANGE OF DIRECTORS

AND

  1. NOTICE OF ANNUAL GENERAL MEETING

1. INTRODUCTION

The purpose of this circular is to provide you with details of the resolutions regarding

(i) the re-election of the retiring Directors and Supervisors; and (ii) the change of Directors.

  • For identification purposes only

- 3 -

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Zhejiang Shibao Company Limited published this content on 14 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 May 2021 15:38:01 UTC.