United Strength Power : (1) PROPOSED FINAL DIVIDEND (2) GENERAL MANDATES TO ISSUE AND REPURCHASE SHARES (3) RE-ELECTION OF RETIRING DIRECTORS AND (4) NOTICE OF THE ANNUAL GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any 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 United Strength Power Holdings Limited (଺༐ঐ ๕છٰϞࠢʮ̡), you should at once hand this circular and the accompanying proxy form to the purchaser or the 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.

UNITED STRENGTH POWER HOLDINGS LIMITED ଺༐ঐ๕છٰϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2337)

(1) PROPOSED FINAL DIVIDEND

(2) GENERAL MANDATES TO ISSUE AND REPURCHASE SHARES

(3) RE-ELECTION OF RETIRING DIRECTORS

AND

(4) NOTICE OF THE ANNUAL GENERAL MEETING

A notice convening an annual general meeting of United Strength Power Holdings Limited to be held at Meeting Room, Suite 4310, 43/F, China Resources Building, 26 Harbour Road, Wanchai, Hong Kong on Friday, 10 June 2022 at 3:00 p.m. is set out on pages 16 to 20 of this circular. A proxy form for use at the annual general meeting is enclosed with the notice of the annual general meeting.

Such proxy form is also published on the websites of Hong Kong Exchanges and Clearing Limited (http://www.hkexnews.hk) and the Company (http://www.united-strength.com). Whether or not you are able to attend the annual general meeting, you are requested to complete the proxy form in accordance with the instructions printed thereon and return the completed proxy form to the Company's branch share registrar in Hong Kong, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for holding of the annual general meeting (i.e. not later than 3:00 p.m. on Wednesday, 8 June 2022) or any adjournment thereof. Completion and return of the proxy form will not preclude you from attending and voting in person at the annual general meeting or any adjournment thereof should you so wish and in such event, the proxy form shall be deemed to be revoked.

26 April 2022

CONTENTS
Page
PRECAUTIONARY MEASURES FOR THE ANNUAL GENERAL MEETING ....	1
DEFINITIONS .....................................................	3
LETTER FROM THE BOARD .........................................	5

APPENDIX I	-	Explanatory statement on
the Share Repurchase Mandate .....................	10
APPENDIX II	-	13
APPENDIX III	-	16

....

Details of retiring directors proposed to be re-electedNotice of annual general meeting .....................

In view of the ongoing COVID-19 epidemic and recent requirements for prevention and control of its spread (as per guidelines issued by the Hong Kong government athttps://www.chp.gov.hk), the Company will implement necessary preventive measures at the forthcoming Annual General Meeting to protect attending Shareholders, proxy and other attendees from the risk of infection, including the following:

• (i) Compulsory body temperature check will be conducted on every Shareholder, proxy and other attendees at the entrance of the Annual General Meeting venue and a health registration form must be filled out. Any person with a body temperature of over 37.2 degrees Celsius will be denied entry into the Annual General Meeting venue or be required to leave the Annual General Meeting venue;

• (ii) Attendees are required to prepare his/her own surgical face masks and wear the same inside the Annual General Meeting venue at all times, and to maintain a safe distance between seats. Therefore, the number of seats at the Annual General Meeting venue will be subject to restrictions and if necessary, the Company may restrict the number of people attending the Annual General Meeting to avoid overcrowding at the venue;

• (iii) Attendees may be asked about matters such as whether (a) he/she has travelled outside of Hong Kong within the 14-day period immediately before the Annual General Meeting; and (b) he/she is currently subject to compulsory quarantine prescribed by the Hong Kong government. Anyone who responds to any of these questions in the affirmative may be denied entry into the Annual General Meeting venue or be required to leave the Annual General Meeting venue;

• (iv) No corporate gifts will be distributed and no refreshments will be served; and

• (v) The number of management of the Company attending the Annual General Meeting in person will also be subject to restrictions. The Directors who will not attend the meeting in person will participate by telephone conference.

To the extent permitted under law, the Company reserves the right to deny entry into the Annual General Meeting venue or require any person to leave the Annual General Meeting venue in order to ensure the safety of the attendees at the Annual General Meeting.

In the interest of all attendees' health and safety, the Company wishes to advise all Shareholders that physical attendance in person at the Annual General Meeting is not necessary for the purpose of exercising voting rights. By using proxy forms with voting instructions duly completed, Shareholders may appoint the Chairman of the Annual General Meeting as their proxy to vote on the relevant resolutions at the Annual General Meeting as an alternative to attending the Annual General Meeting in person.

Considering travel restrictions may be imposed in various parts of the world due to the COVID-19 pandemic which restrict Shareholders' physical attendance of the Annual General Meeting, the following special arrangements will be made for the Annual General Meeting:

(i) Live streaming webcast

Shareholders not attending the Annual General Meeting in person may join a live streaming webcast of the Annual General Meeting where they can view and listen to the Annual General Meeting. Shareholders that intend to participate in the Annual General Meeting through such means must contact and register with the Company's branch share registrar in Hong Kong, Tricor Investor Services Limited, by email [e-mail] by telephone hotline at (852) 2980 1333 no later than 5:00 p.m. on 8 June 2022 to obtain a webcast link address and passcode.

Shareholders should note that viewing the live streaming webcast of the Annual General Meeting will not be counted towards a quorum nor will such participating Shareholders be able to cast their votes online.

(ii) Submission of questions prior to and at the Annual General Meeting

Shareholders can also submit their questions in relation to the matters to be discussed at the Annual General Meeting (a) in advance by sending them through email [e-mail] telephone hotline at (852) 2980 1333 of the Company's branch share registrar in Hong Kong, Tricor Investor Services Limited not later than 5:00 p.m. on 8 June 2022; or (b) online during the live streaming webcast. The Company will endeavour to address as many relevant questions as possible at the Annual General Meeting.

Subject to the development of COVID-19, the Company may implement further changes and precautionary measures and may issue further announcement on such measures as appropriate.

DEFINITIONS

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

"AGM"	an annual general meeting of the Company to be
convened and held at Meeting Room, Suite 4310,
43/F, China Resources Building, 26 Harbour Road,
Wanchai, Hong Kong on Friday, 10 June 2022 at 3:00
p.m. or any adjournment thereof
"Articles"	the articles of association of the Company as amended
from time to time
"Board"	the board of Directors
"close associate(s)"	has the meaning ascribed to it under the Listing Rules
"Company"	United Strength Power Holdings Limited (଺༐ঐ๕છ
ٰϞࠢʮ̡), an exempted company incorporated in
the Cayman Islands with limited liability, the shares
of which are listed on the Main Board of the Stock
Exchange
"connected person(s)"	has the meaning ascribed to it under the Listing Rules
"Director(s)"	the director(s) of the Company
"General Mandates"	the Share Issue Mandate and the Share Repurchase
Mandate
"Group"	the Company and its subsidiaries
"HK$"	Hong Kong dollars, the lawful currency of Hong
Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the
People's Republic of China
"Latest Practicable Date"	18 April 2022, being the latest practicable date prior to
the printing of this circular for ascertaining certain
information contained herein
"Listing Rules"	the Rules Governing the Listing of Securities on the
Stock Exchange
"RMB"	Renminbi, the lawful currency of the People's
Republic of China
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