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China Vanke Co., Ltd. — Proxy Solicitation & Information Statement 2025
Nov 4, 2025
50443_rns_2025-11-04_b0e7ccd1-653b-472e-9b15-965eed2e623b.pdf
Proxy Solicitation & Information Statement
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vanke
CHINA VANKE CO., LTD.* 萬科企業股份有限公司
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2202)
PROXY FORM FOR THE 2025 FIRST EXTRAORDINARY GENERAL MEETING TO BE HELD ON THURSDAY, 20 NOVEMBER 2025
| Number of shares to which this proxy form relates¹ | |
|---|---|
| Type of shares (A shares or H shares) to which this proxy form relates¹ |
I/We²
of
(address as shown in the register of members) being shareholder(s) of CHINA VANKE CO., LTD.* (the "Company") hereby appoint the chairman of the Meeting or³
of
as my/our proxy to attend, act and vote for me/us and on my/our behalf at the 2025 first extraordinary general meeting of the Company (the "EGM" or the "Meeting") to be held at Vanke Center, No. 33 Huanmei Road, Dameisha, Yantian District, Shenzhen, the PRC starting from 3:30 p.m. on Thursday, 20 November 2025 and at any adjournment thereof as hereunder indicated in respect of the resolutions set out in the notice of the EGM, and, if no such indication is given, as my/our proxy thinks fit.
| ORDINARY RESOLUTIONS | FOR⁴ | AGAINST⁴ | ABSTAIN⁴ | |
|---|---|---|---|---|
| 1 | THAT | |||
| (1) To approve, confirm and ratify the Loan Framework Agreement entered into between the Company and Shenzhen Metro Group and the transactions contemplated thereunder; | ||||
| (2) to approve, confirm and ratify the proposed Annual Cap for the transactions contemplated under the Loan Framework Agreement; and | ||||
| (3) To authorise the board of the Company, which could sub-delegate to other authorised person(s), to exercise all powers which they consider necessary and do such other acts and things and execute such other documents or agreements which in their opinion may be necessary or desirable to implement the transactions contemplated under the Loan Framework Agreement. |
Date: _____ 2025
Signature(s)⁵: ______
Notes:
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Please insert the number of shares registered in your name(s) to which this proxy form relates. If no number is inserted, this proxy form will be deemed to relate to all the shares in the Company registered in your name(s). Please also insert the type of shares (A shares or H shares) to which this proxy form relates.
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Please insert the full name and address(es) (as shown in the register of members) in block letters.
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If any proxy other than the chairman of the Meeting is preferred, delete the words "the chairman of the Meeting or" and insert the name and address of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote in his/her stead. A proxy need not be a shareholder of the Company. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE DULY INITIALED BY THE PERSON WHO SIGNS IT.
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IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK IN THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK IN THE BOX MARKED "AGAINST". IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK IN THE BOX MARKED "ABSTAIN". The shares abstained from voting will be counted in the calculation of the required majority. Where there are ballots on which the words are not filled in, wrongly filled in or unintelligible or the ballots that are not voted, the voters shall be regarded as having relinquished their voting rights and the voting results of their shares shall be regarded as "abstain". If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his/her discretion. Unless you have indicated otherwise in this proxy form, your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting.
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This proxy form must be signed by you or your attorney duly authorised in writing or, in the case of a legal person, must either be executed under seal or under the hand of a director or an attorney duly authorised to sign the same. If this Proxy Form is signed by an attorney of the appointor, the power of attorney authorising that attorney to sign, or other document of authorisation, must be notarised.
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Where there are joint holders of any shares, any one of such persons may vote at the EGM, either personally or by proxy, in respect of such shares as if he/she was solely entitled thereto. However, if more than one of such joint holders is present at the Meeting, either personally or by proxy, then one of the said persons so present whose name stands first in the register of members in respect of such shares shall alone be entitled to vote in respect thereof.
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To be valid, for holders of A shares, this proxy form, together with the notarised power of attorney or other document of authorisation (if any), must be delivered to the office of the board of directors of the Company at Vanke Building, No. 63 Meilin Road, Futian District, Shenzhen, the PRC (postal code: 518049) not less than 24 hours before the time appointed for the Meeting. In order to be valid, for holders of H shares, the above documents must be delivered to the H share registrar of the Company at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not less than 24 hours before the time appointed for the EGM or any resumed session.
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For identification purpose only