Central China Securities Co., Ltd. — Proxy Solicitation & Information Statement 2023

Apr 28, 2023

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 2023 FIRST H SHAREHOLDERS’ CLASS MEETING

NOTICE IS HEREBY GIVEN that the 2023 first H shareholders’ class meeting (the “ H Shareholders’ Class Meeting ”) of Central China Securities Co., Ltd. (the “ Company ”) will be held at 11:30 a.m. on Wednesday, 24 May 2023 or immediately after the conclusion of the A Shareholders’ Class Meeting or any adjournment thereof (whichever is the later) at Conference Centre, Huanghe State Guesthouse, No. 1 Yingbin Road, Zhengzhou, Henan Province, the PRC, for the purpose of considering and, if thought fit, passing the following resolution.

Unless otherwise specified, capitalised terms used herein shall have the same meaning as those defined in the circular of the Company dated 3 May 2023.

AS SPECIAL RESOLUTION

1. To consider and approve the resolution on extension of the validity period of the general meeting resolution relating to the Company’s Issuance of A Shares to Target Subscribers and the validity period of the authorization by the general meeting to the Board and its authorized persons to deal with the relevant matters.

By order of the Board Central China Securities Co., Ltd. JIAN Mingjun Chairman

Henan, the PRC, 3 May 2023

Notes:

1. The register of members of the Company will be closed from 19 May 2023 to 24 May 2023 (both days inclusive), during which period no transfer of H Shares of the Company can be registered. For H Shareholders who wish to attend and vote at the H Shareholders’ Class Meeting, 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 18 May 2023.

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

2. In order to be valid, the H Shareholders’ proxy form for the H Shareholders’ Class Meeting 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 H Shareholders’ Class Meeting 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 H Shareholders’ Class Meeting or any adjourned meeting thereof should they so wish.

3. Shareholders or their proxies shall provide their identification documents when attending the H Shareholders’ Class Meeting.

4. The on-site H Shareholders’ Class Meeting is expected to take half a day approximately. Shareholders attending the H Shareholders’ Class Meeting shall be responsible for their own travel and accommodation expenses.

5. 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.

As at the date of this notice, the Board comprises executive director Mr. JIAN Mingjun, non-executive directors Mr. LI Xingjia, Ms. ZHANG Qiuyun, Mr. TANG Jin, Mr. TIAN Shengchun, Mr. ZHANG Xiaoqi and Mr. LU Benson Cheng, and independent non-executive directors Ms. ZHANG Dongming, Mr. CHEN Zhiyong, Mr. TSANG Sung and Mr. HE Jun.

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