APT Satellite Holdings Limited — Proxy Solicitation & Information Statement 2017

May 19, 2017

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 GOME Electrical Appliances Holding Limited , you should at once hand this circular, together with the accompanying form of proxy to the purchaser or to the transferee or to the bank, stockbroker or other agent through whom the sale was effected for transmission to the purchaser or the 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.

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GOME ELECTRICAL APPLIANCES HOLDING LIMITED 國美電器控股有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 493)

PROPOSED CHANGE OF COMPANY NAME AND NOTICE OF SPECIAL GENERAL MEETING

A letter from the Board is set out on pages 2 to 5 of this circular.

A notice convening the SGM to be held at Gloucester Room I, 3/F, The Excelsior, 281 Gloucester Road, Causeway Bay, Hong Kong on Monday, 12 June 2017 at 2:30 p.m. is set out on pages 6 to 7 of this circular. Whether or not you are able to attend the SGM, please complete and return the enclosed form of proxy in accordance with the instructions printed thereon as soon as possible and in any event not less than 48 hours before the time appointed for holding the SGM (or any adjourned meeting thereof). Completion and delivery of the form of proxy shall not preclude you from attending and voting in person at the SGM (or any adjournment thereof) should you so wish.

* For identification purpose only

19 May 2017

CONTENTS

	Page
Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
Letter from the Board. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2
Notice of Special General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6

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DEFINITIONS

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

• “Board” the board of Directors

• “Change of Company Name”

the proposed change of the English name of the Company from “GOME Electrical Appliances Holding Limited” to “GOME Retail Holdings Limited” and the adoption of the Chinese name “國美零售控股有限公司” for identification purpose in place of its existing Chinese name of “國美電器控股有限公司”

• “Company” GOME Electrical Appliances Holding Limited, a company incorporated in Bermuda with limited liability and the issued Shares of which are listed on the Main Board of the Stock Exchange (Stock code: 493)

• “Director(s)” the director(s) of the Company

• “Group” the Company and its subsidiaries from time to time

• “Hong Kong” the Hong Kong Special Administrative Region of the People’s Republic of China

• “Listing Rules” the Rules Governing the Listing of Securities on The Stock Exchange, as amended, supplemented or otherwise modified from time to time

• “SGM”

• the special general meeting of the Company to be held at 2:30 p.m. on Monday, 12 June 2017 at Gloucester Room I, 3/F, The Excelsior, 281 Gloucester Road, Causeway Bay, Hong Kong, the notice of which is set out on pages 6 to 7 of this circular

• “Share(s)”

• ordinary share(s) of HK$0.025 each in the share capital of the Company

• “Shareholder(s)” holder(s) of Shares

• “Stock Exchange” The Stock Exchange of Hong Kong Limited

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LETTER FROM THE BOARD

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GOME ELECTRICAL APPLIANCES HOLDING LIMITED 國美電器控股有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 493)

Executive Director: ZOU Xiao Chun

Non-executive Directors: ZHANG Da Zhong (Chairman) HUANG Xiu Hong YU Sing Wong

Independent Non-executive Directors: LEE Kong Wai, Conway NG Wai Hung LIU Hong Yu WANG Gao

Registered Office: Canon’s Court 22 Victoria Street Hamilton HM12 Bermuda

Principal place of business in Hong Kong: Suite 2915, 29th Floor Two International Finance Centre 8 Finance Street, Central Hong Kong

19 May 2017

To: the Shareholders

Dear Sir or Madam,

PROPOSED CHANGE OF COMPANY NAME

INTRODUCTION

Reference is made to the announcement of the Company dated 15 May 2017 in relation to the proposed Change of Company Name.

The purpose of this circular is to provide you with information regarding the Change of Company Name and to give you notice of the SGM in order to enable you to make an informed decision as to whether to vote for or against the special resolution relating to the Change of Company Name.

CHANGE OF COMPANY NAME

The Board proposes to change the English name of the Company from “GOME Electrical Appliances Holding Limited” to “GOME Retail Holdings Limited” and to adopt the Chinese name “國美零售控股有限公司” for identification purpose in place of its existing Chinese name “國美電器控股有限公司”.

* For identification purpose only

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LETTER FROM THE BOARD

1. Conditions of the Change of Company Name

The proposed Change of Company Name is subject to the following conditions:

• (a) the passing of a special resolution by the Shareholders at the SGM to approve the Change of Company Name; and

• (b) the Registrar of Companies in Bermuda granting approval for the Change of Company Name.

Subject to the satisfaction of the conditions set out above, the Change of Company Name will take effect from the date of entry of the new English name of the Company on the register of companies maintained by the Registrar of Companies in Bermuda. The Company will then carry out the necessary filing procedures with the Companies Registry in Hong Kong and will submit all relevant documents to the Stock Exchange.

2. Reasons for the Change of Company Name

In view of the trend of the integration of online and offline retailing, along with the consumer structure upgrading and new norm of consumption, the Group is also actively exploring the way and model of new retail. Through the connection between products, membership and services online and offline, the Group maximized the integration of both online and offline. Meanwhile, by leveraging on technology and big data, the Group could analyze users’ behavior in different scenarios to better exploit and satisfy customer demand, so as to create a new retail ecosystem. In the future, the Group will be transformed from an “appliance retailer” to an integrated provider of products and services with the theme around “home”. Relying on the strong support by “supply chain”, “new scenario” and “after-sale services”, the Group will continuously upgrade the new retail strategy. Thus, the Company plans to change its name to “GOME Retail Holdings Limited” which embraces the new retail era.

The Board considers that the Change of Company Name will better reflect the current business focus of the Group and its direction of future development. The Board believes that the new English and Chinese names of the Company will provide the Company with a more defined corporate image and identity which will benefit the Company’s future business development. Therefore, the Board considers that the Change of Company Name is in the best interests of the Company and the Shareholders as a whole.

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LETTER FROM THE BOARD

3. Effect of the Change of Company Name

The Change of Company Name will not affect any rights of the holders of securities of the Company. All existing certificates of securities in issue bearing the present name of the Company will, after the proposed Change of Company Name becoming effective, continue to be evidence of title to such securities and the existing share certificates will continue to be valid for trading, settlement, registration and delivery purposes. There will not be any arrangement for free exchange of the existing certificates of securities for new certificates bearing the new name of the Company. Once the Change of Company Name becomes effective, new certificates of securities will be issued only in the new name of the Company.

Further announcement(s) will be made by the Company to inform the Shareholders of the poll results of the SGM, the effective date of the Change of Company Name and the new stock short names of the Company for trading of the Shares on the Stock Exchange.

SGM AND PROXY ARRANGEMENT

The notice of the SGM is set out on pages 6 to 7 of this circular.

Pursuant to the Listing Rules, any vote of shareholders at a general meeting must be taken by poll. An announcement on the poll vote results will be published by the Company after the SGM in the manner prescribed under Rule 13.39(5) of the Listing Rules.

A form of proxy for use at the SGM is enclosed with this circular and such form of proxy is also published on the websites of the Stock Exchange (www.hkexnews.hk) and the Company (www.gome.com.hk). Whether or not you are able to attend the SGM, please complete and sign the enclosed form of proxy in accordance with the instructions printed thereon and deposited, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of that power of attorney or authority at the Company’s branch share registrar in Hong Kong, Tricor Abacus Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong, as soon as possible but in any event not less than 48 hours before the time appointed for holding the SGM or any adjournment thereof. Completion and delivery of the form of proxy will not preclude you from attending and voting in person at the SGM or any adjournment thereof if you so wish.

CLOSURE OF SHAREHOLDERS’ REGISTER

For the purpose of determining the list of shareholders who are entitled to attend and vote at the SGM, the shareholders’ register of the Company will be closed from Wednesday, 7 June 2017 to Monday, 12 June 2017 (both dates inclusive). No transfer of shares of the Company will be registered during these days. In order to qualify to attend and vote at the SGM, all instruments of transfer together with the relevant share certificate(s) must be lodged with the Company’s branch share registrar in Hong Kong, Tricor Abacus Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong for registration no later than 4:30 p.m. on Tuesday, 6 June 2017.

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LETTER FROM THE BOARD

RESPONSIBILITY STATEMENT

This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief, the information contained in this circular is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein misleading.

RECOMMENDATION

The Directors consider that the proposed Change of Company Name is in the best interests of the Company and the Shareholders as a whole. Accordingly, the Directors recommend the Shareholders to vote in favor of the relevant resolution to be proposed at the SGM.

By Order of the Board GOME Electrical Appliances Holding Limited Zhang Da Zhong Chairman

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NOTICE OF SPECIAL GENERAL MEETING

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GOME ELECTRICAL APPLIANCES HOLDING LIMITED 國美電器控股有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 493)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting (the “ SGM ”) of GOME Electrical Appliances Holding Limited (the “ Company ”) will be held at 2:30 p.m. on Monday, 12 June 2017 at Gloucester Room I, 3/F, The Excelsior, 281 Gloucester Road, Causeway Bay, Hong Kong for the purposes of considering and, if thought fit, passing the following resolution.

SPECIAL RESOLUTION

“ THAT subject to the entry of “GOME Retail Holdings Limited” as the new English name of the Company in the register of companies maintained by the Registrar of Companies in Bermuda, the English name of the Company be changed from “GOME Electrical Appliances Holding Limited” to “GOME Retail Holdings Limited” and to adopt the Chinese name “國美 零售控股有限公司” for identification purpose in place of its existing Chinese name of “國美 電器控股有限公司” with effect from the date of entry of the new English name of the Company on the register of companies maintained by the Registrar of Companies in Bermuda; and the directors of the Company be and are hereby authorised generally to do all such acts and things and execute all documents (whether by hand, under seal or as a deed) or make such arrangements as they may consider necessary or expedient to effect the aforesaid change of name of the Company.”

CLOSURE OF SHAREHOLDERS’ REGISTER

For the purpose of determining the list of shareholders who are entitled to attend and vote at the SGM, the shareholders’ register of the Company will be closed from Wednesday, 7 June 2017 to Monday, 12 June 2017 (both dates inclusive). No transfer of shares of the Company will be registered during these days. In order to qualify to attend and vote at the SGM, all instruments of transfer together with the relevant share certificate(s) must be lodged with the Company’s branch share registrar in Hong Kong, Tricor Abacus Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong for registration no later than 4:30 p.m. on Tuesday, 6 June 2017.

By Order of the Board GOME Electrical Appliances Holding Limited Zhang Da Zhong Chairman

Hong Kong, 19 May 2017

• For identification purpose only

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NOTICE OF SPECIAL GENERAL MEETING

Principal place of business in Hong Kong: Suite 2915, 29th Floor

Two International Finance Centre

8 Finance Street, Central

Hong Kong

Notes:

• (1) Any member of the Company entitled to attend and vote at the SGM is entitled to appoint another person as his proxy to attend and vote instead of him. A member who is holder of two or more shares of the Company may appoint more than one proxy to attend and vote instead of him/her. A proxy need not be a member of the Company.

• (2) A form of proxy for use at the SGM is enclosed herewith.

• (3) The form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be under its seal or the hand of an officer or attorney duly authorised.

• (4) The form of proxy and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy thereof must be lodged at the Company’s branch share registrar in Hong Kong, Tricor Abacus Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not later than 48 hours before the time appointed for holding the SGM or any adjourned meeting (as the case may be) and in default the proxy shall not be treated as valid. Completion and return of the form of proxy shall not preclude members from attending and voting in person at the SGM or at any adjourned meeting (as the case may be) should they so wish.

• (5) Where there are joint registered holders of any share, any one of such persons may vote any meeting, either in person or by proxy, in respect of such share as if he/she was solely entitled thereto; but if more than one of such joint holders be present at the meeting in person or by proxy, the vote of one of the said persons so present whose name stands first on the register of members in respect of such share shall be accepted to the exclusion of the votes of the other joint holders.

• (6) As at the date of this notice, the Board comprises Mr. Zou Xiao Chun as executive director, Mr. Zhang Da Zhong, Ms. Huang Xiu Hong and Mr. Yu Sing Wong as non-executive directors, and Mr. Lee Kong Wai, Conway, Mr. Ng Wai Hung, Ms. Liu Hong Yu and Mr. Wang Gao as independent non-executive directors.

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