C Cheng Holdings Limited — Proxy Solicitation & Information Statement 2017

Mar 14, 2017

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

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C CHENG HOLDINGS LIMITED 思城控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1486)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (“ Meeting ”) of C Cheng Holdings Company Limited (the “ Company ”) will be held at Function Room of 3/F, Gateway Hotel, Harbour City, Tsim Sha Tsui, Kowloon, Hong Kong on Friday, 31 March 2017 at 10:00 a.m. for the purpose of considering and, if thought fit, passing with or without modifying the following resolution which will be proposed as an ordinary resolution of the Company:

Capitalised terms used herein without definition shall have the same meanings as in the circular of the Company dated 14 March 2017 (the “ Circular ”), unless the context otherwise requires.

ORDINARY RESOLUTIONS

“ THAT :

1. (a) the entering into of the Subscription Agreement, a copy of which is produced to the meeting marked “A” and initialled by the Chairman of the EGM for the purpose of identification, be and is hereby approved, confirmed and ratified, and all the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified;

   • (b) subject to the Listing Committee granting approval for the listing of, and permission to deal in, the Subscription Shares, the Board be and is hereby granted a Specific Mandate for the allotment and issue of 79,473,780 Shares upon Completion; and

   • (c) any one director of the Company be and is hereby generally and unconditionally authorised to do all such further acts and things and to sign and execute all such other or further documents (if any) and to take all such steps which in his opinion may be necessary, appropriate, desirable or expedient to implement and/or give

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effects to the transactions contemplated under the Subscription Agreement including but not limited to the execution of any deeds or the affixation of any seal or the issue of any certificate.”

By Order of the Board C Cheng Holdings Limited Liang Ronald Chairman

Hong Kong, 14 March 2017

Registered Office: Headquarter And Principal Place Of Business Cricket Square In Hong Kong Hutchins Drive 15th Floor P.O. Box 2681 North Tower World Finance Centre Grand Cayman KY1-1111 Harbour City Cayman Islands Tsim Sha Tsui Kowloon Hong Kong

Notes:

1. A member entitled to attend and vote at the above meeting is entitled to appoint one or more than one proxies to attend and vote on his behalf. A proxy need not be a member of the Company but must be present in person to represent the member.

2. In order to be valid, a form of proxy must be deposited at the Company’s Hong Kong branch share registrar, Union Registrars Limited at Suites 3301-04 33/F, Two Chinachem Exchange Square, 338 King’s Road, North Point, Hong Kong, as soon as possible and in any event not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof. The completion and delivery of the form of proxy will not preclude a member from attending and voting at the meeting if he so wishes. In the event that he attends the meeting after having lodged the form of proxy, the form of proxy will be deemed to have been revoked.

3. In the case of joint holders of Shares, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of the other joint holder(s), seniority being determined by the order in which names stand in the register of members of the Company.

4. In order to be valid, the form of proxy of the Company together with original or certified copy of the power of attorney or other authority (if any) under which it is signed must be lodged with the Company’s Hong Kong branch share registrar, Union Registrars Limited at Suites 3301-04 33/F, Two Chinachem Exchange Square, 338 King’s Road, North Point, Hong Kong not less than 48 hours before the time for holding the Meeting or adjourned meeting. Completion and return of the form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof should you so wish. In such event, the form of proxy previously submitted shall be deemed to be revoked.

As at the date of this notice, the executive Directors are Mr. Liang Ronald, Mr. Fu Chin Shing, Mr. Wang Jun You, Mr. Lo Kin Nang, Mr. Ng Kwok Fai and Mr. He Xiao, and the independent non-executive Directors are Mr. Lo Wai Hung, Mr. Wang Julius and Mr. Yu Chi Hang.

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