Chengdu Expressway Co., Ltd. — Proxy Solicitation & Information Statement 2023

Oct 5, 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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Chengdu Expressway Co., Ltd. 成都高速公路股份有限公司

(a joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 01785)

NOTICE OF DOMESTIC SHARE CLASS MEETING

NOTICE IS HEREBY GIVEN that a domestic share class meeting (the “ Domestic Share Class Meeting ”) of Chengdu Expressway Co., Ltd. (the “ Company ”) will be held at the meeting room 1 of Chengdu Expressway Co., Ltd., 9th Floor, Chengnan Tianfu Building, No. 66 Shenghe 1st Road, High-Tech Zone, Chengdu, Sichuan Province, the People’s Republic of China (the “ PRC ”) at 10:00 a.m. on Tuesday, 24 October 2023, for the purpose of considering, and if thought fit, passing the following resolutions:

SPECIAL RESOLUTIONS

1. To consider and approve the resolution on extension of the term of validity of the proposal on the plan of application for the initial public offering and listing of RMB-denominated ordinary shares (A shares); and

2. To consider and approve the resolution on extension of the term of authorisation to the board of directors of the Company to deal with matters related to the initial public offering and listing of RMB-denominated ordinary shares (A shares).

On behalf of the board of directors Chengdu Expressway Co., Ltd. Yang Tan Chairman

Chengdu, the PRC, 6 October 2023

As at the date of this notice, the board of directors of the Company comprises Mr. Yang Tan and Mr. Ding Dapan as executive directors, Ms. Wu Haiyan and Mr. Yang Bin as non-executive directors, and Mr. Leung Chi Hang Benson, Mr. Qian Yongjiu and Mr. Wang Peng as independent non-executive directors.

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Notes:

1. CLOSURE OF REGISTER OF MEMBERS FOR THE DOMESTIC SHARE CLASS MEETING

For the purpose of holding the Domestic Share Class Meeting, the register of members of the Company will be closed from Wednesday, 18 October 2023 to Tuesday, 24 October 2023 (both days inclusive), during which period no transfer of shares can be registered.

In order to qualify for attending and voting at the Domestic Share Class Meeting, all transfer documents accompanied by the relevant share certificates shall be lodged with the Company’s Board Office in the PRC at 9th Floor, Chengnan Tianfu Building, No. 66 Shenghe 1st Road, High-Tech Zone, Chengdu, Sichuan Province, the PRC, before 4:30 p.m. on Tuesday, 17 October 2023.

Holders of domestic shares whose names appear on the register of members of the Company on Wednesday, 18 October 2023 shall be eligible to attend and vote at the Domestic Share Class Meeting.

2.

APPOINTMENT OF PROXIES

Shareholders who are entitled to attend and vote at the Domestic Share Class Meeting may appoint one or more proxies to attend and vote on their behalves. A proxy need not be a member of the Company.

The instrument appointing a proxy must be in writing under the hand of a shareholder or his/her attorney duly authorised in writing. If the shareholder is a legal person, that instrument must be executed either under its seal or under the hand of its director or other attorney duly authorised to sign the same.

In order to be valid, the form of proxy must be deposited at the Board Office of the Company in the PRC at 9th Floor, Chengnan Tianfu Building, No. 66 Shenghe 1st Road, High-Tech Zone, Chengdu, Sichuan Province, the PRC not less than 24 hours before the time fixed for holding the Domestic Share Class Meeting. If the form of proxy is signed by a person under a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority shall be deposited with the form of proxy at the same address as mentioned above. Completion and return of the form of proxy will not preclude shareholders from attending and voting in person at the Domestic Share Class Meeting or any adjourned meetings should you so wish.

Holders of domestic shares shall produce their identity documents and supporting documents in respect of the shares of the Company held when attending the Domestic Share Class Meeting in person. If corporate shareholders appoint authorised representative to attend the Domestic Share Class Meeting, the authorised representative shall produce his/her identity documents and a notarially certified copy of the relevant authorisation instrument signed by the board of directors or other authorised parties of the corporate shareholders or other notarially certified documents allowed by the Company. Proxies shall produce their identity documents and the form of proxy signed by the shareholders or their attorney when attending the Domestic Share Class Meeting.

3.

JOINT SHAREHOLDERS

In the case of joint holders of shares of the Company, only the holder whose name stands first in the register of members of the Company shall alone be entitled to vote at the Domestic Share Class Meeting either in person or by proxy in respect of such shares.

4. REPLY SLIP

Shareholders who intend to attend the Domestic Share Class Meeting should complete the reply slip and return it to the Board Office of the Company in the PRC by hand, by post or by fax on or before Friday, 13 October 2023. The contact details are as follows:

Contact Person: Mr. Zhang Guangwen Telephone No.: 862886056037 Fax No.: 862886056070 Address: 9th Floor, Chengnan Tianfu Building, No. 66 Shenghe 1st Road, High-Tech Zone, Chengdu, Sichuan Province, the PRC

5. MISCELLANEOUS

The Domestic Share Class Meeting is expected to take for less than half a day. Shareholders attending the Domestic Share Class Meeting shall be responsible for their own travel and accommodation expenses.

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