Cenntro Electric Group Limited Receives Australian Court Order to Convene Scheme Meeting - Seite 2

Scheme Booklet

Cenntro confirms that the Scheme Booklet was registered with the Australian Securities and Investments Commission on 14 December 2023 (AET). A copy of the Scheme Booklet is attached as Annexure A to this announcement and will be made available online at www.cenntroauto.com. A copy of the proxy form that will be sent to Cenntro shareholders is attached as Annexure B to the 8-K filing.

The Scheme Booklet will be sent to Cenntro Shareholders who have requested a hard copy on or before Friday, 15 December 2023 (EST).

Shareholders who have elected to receive shareholder communications electronically will receive an email containing a link to an online portal where they can access the Scheme Booklet and a personalized proxy form. Shareholders who have elected to receive shareholder communications by post will receive a printed copy of the Scheme Booklet and a personalized proxy form. Shareholders who have not made an election regarding how they wish to receive shareholder communications will receive by post a notice card containing a link to an online portal where they can access the Scheme Booklet and a printed personalized proxy form.

Cenntro Shareholders should read the Scheme Booklet in its entirety before making a decision on whether or not to vote in favor of the Scheme.

Independent Expert's Report

The Scheme Booklet includes a copy of the independent expert’s report prepared by engaged Lonergan Edwards & Associates Limited ("Independent Expert"). The Independent Expert has concluded that the Scheme is in the best interests of Cenntro Shareholders, in the absence of a superior proposal. The Independent Expert’s conclusion should be read in context with the full Independent Expert’s report and the Scheme Booklet.

Cenntro board recommendation

The board of directors of Cenntro unanimously recommends that Cenntro Shareholders vote in favor of the Scheme, and each director of the Company intends to vote all of their Shares in favor of the Scheme, in each case, in the absence of a superior proposal and subject to the Independent Expert continuing to conclude that the Scheme is in the best interests of Cenntro Shareholders.

Notice regarding Second Court Hearing to approve the Scheme

On the basis that the resolution to approve the Scheme is passed by Cenntro Shareholders at the Scheme Meeting, the date of the hearing of the application to the Court to approve the Scheme is scheduled for 9.15am (AET) on Thursday, February 1, 2024 ("Second Court Hearing").