Central China Securities Co., Ltd. — Proxy Solicitation & Information Statement 2022

Jan 25, 2022

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

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Central China Securities Co., Ltd.

(a joint stock company incorporated in 2002 in Henan Province, the People’s Republic of China with limited liability under the Chinese corporate name “中原証券股份有限公司” and carrying on business in Hong Kong as “中州証券”) (Stock Code: 01375)

NOTICE OF THE 2022 FIRST EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2022 first extraordinary general meeting (the “ EGM ”) of Central China Securities Co., Ltd. (the “ Company ”) will be held at 9:30 a.m. on Thursday, 17 February 2022 at Conference Room, 17F, Zhongyuan Guangfa Finance Building, No. 10 Business Outer Ring Road, Zhengdong New District, Zhengzhou, Henan Province, the PRC, for the purpose of considering and, if thought fit, passing the following resolutions:

Unless otherwise specified, capitalised terms used herein shall have the same meaning as those defined in the circular of the Company dated 25 January 2022.

AS SPECIAL RESOLUTION

1. To consider and approve the resolution on the amendments to the Articles of Association;

AS ORDINARY RESOLUTIONS

1. To consider and approve the resolution on the election of Mr. Tang Jin as a non-executive Director of the seventh session of the Board; and

2. To consider and approve the resolution on the election of Mr. He Jun as an independent non-executive Director of the seventh session of the Board.

Yours faithfully, order of the Securities JIAN Mingjun

By order of the Board

Central China Securities Co., Ltd.

Chairman

Henan, the PRC 25 January 2022

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Notes:

1. The register of members of the Company will be closed from Saturday, 12 February 2022 to Thursday, 17 February 2022 (both days inclusive), during which period no transfer of H Shares of the Company can be registered. In order for the H Shareholders to qualify to attend and vote at the EGM, all transfer documents accompanied by the relevant share certificates must be lodged with the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited at Shops 1712−1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong no later than 4:30 p.m. on Friday, 11 February 2022.

2. Shareholders who are entitled to attend and vote at the EGM may appoint one or more proxies to attend and vote on their behalf. A proxy need not be a Shareholder of the Company.

3. In order to be valid, the H Shareholders’ proxy form for the EGM must be deposited by hand or by post to the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (for holders of H Shares of the Company) not less than 24 hours before the time scheduled for holding the EGM or any adjournment thereof (as the case may be). If the proxy form is signed by a person under a power of attorney or other authority, a notarial copy of that power of attorney or authority shall be deposited at the same time as mentioned in the proxy form. Completion and return of the proxy form will not preclude Shareholders from attending and voting in person at the EGM or any adjourned meeting thereof should they so wish.

4. Shareholders or their proxies shall provide their identification documents when attending the EGM.

5. The on-site EGM is expected to take half a day approximately. Shareholders attending the EGM shall be responsible for their own travel and accommodation expenses.

6. The address of the Company’s head office in the PRC is No. 10 Business Outer Ring Road, Zhengdong New District, Zhengzhou, Henan Province, the PRC.

7. Considering the needs for epidemic prevention and control, the Company recommends the A Shareholders to vote online, the H Shareholders to attend and exercise voting rights at the EGM by appointing the chairman of the meeting as a proxy. Shareholders or proxies who intend to attend the EGM on site shall pay attention to in advance and comply with national regulations and requirements and those of Henan Province and Zhengzhou City in relation to declaration of health status, quarantine and observation during the epidemic prevention and control period. The Company will take measures for prevention and control of the epidemic, such as registering attendance for the meeting, monitoring body temperature and checking health code and itinerary code, for Shareholders or proxies attending the EGM on site. Shareholders or proxies attending the EGM are requested to cooperate with the arrangement of the staff on site. Shareholders or proxies who exhibit symptoms such as fever, or fail to comply with the rules and requirements in relation to epidemic prevention and control will not be able to enter the venue of the EGM. If the number of Shareholders or proxies attending the EGM on site has reached the upper limit as required by the relevant government authorities in accordance with the provisions of epidemic prevention and control on the day of the EGM, the Shareholders and proxies will enter the venue according to the “first-register-first-enter” principle, and Shareholders or proxies subsequently arrive may not be able to enter the venue of the EGM. Relevant Shareholders can still participate in the EGM through online voting.

As at the date of this notice, the Board comprises the executive Director Mr. JIAN Mingjun; non-executive Directors Mr. LI Xingjia, Ms. ZHANG Qiuyun, Mr. TIAN Shengchun, Mr. ZHANG Xiaoqi and Mr. LU Benson Cheng; and independent non-executive Directors Mr. YU Xugang, Ms. ZHANG Dongming, Mr. CHEN Zhiyong and Mr. TSANG Sung.

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