China Water Industry Group Limited — Proxy Solicitation & Information Statement 2021

Jan 24, 2021

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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(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1129)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of China Water Industry Group Limited (the “ Company ”) will be held at Room 13, 7/F., Nexxus Building, 77 Des Voeux Road Central, Central, Hong Kong on Wednesday, 10 February 2021 at 9:30 a.m., to consider and, if thought fit, pass with or without modification the following resolution as an ordinary resolution:

ORDINARY RESOLUTION

” THAT :

• (a) the conditional equity transfer agreement dated 15 December 2020 (the “ Equity Transfer Agreement” , details of which are disclosed in the circular of the Company dated 25 January 2021 (the ”Circular” ) entered into amongst China Water Industry (HK) Limited (the “ Vendor ”), an indirect wholly-owned subsidiary of the Company, as vendor, 江西 三川集團有限公司 (for transliteration purpose only, Jiangxi Sanchuan Group Company Limited) (the “ Purchaser ”), as purchaser, and 鷹潭市供水集團有限公司 (for transliteration purpose only, Yingtan Water Supply Group Co., Ltd) (the “ Target Company ”), pursuant to which the Vendor has conditionally agreed to sell, and the Purchaser has conditionally agreed to purchase, 20% registered capital of the Target Company for a consideration of RMB120,000,000 (a copy of the Equity Transfer Agreement is marked “A” and produced to the EGM and signed by the chairman of the EGM for identification purpose) and the transactions contemplated thereunder be and are hereby ratified, confirmed and approved;

• For identification purpose only

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• (b) any one or more director(s) of the Company be and is/are hereby authorised to do all such acts and things, to sign and execute all such documents (and to affix the common seal of the Company thereon, if necessary) as he/she/they may consider necessary, appropriate, desirable or expedient to give effect to or in connection with the Equity Transfer Agreement and the transactions contemplated thereunder, and to make and agree to make such variations of the terms of the Equity Transfer Agreement as he/she/they may in his/her/their discretion consider to be appropriate, necessary or desirable and in the interests of the Company and its shareholders as a whole.”

By the order of the Board China Water Industry Group Limited Mr. Lin Yue Hui Chairman and Chief Executive Officer

Hong Kong, 25 January 2021

Registered office: Head office and principal place of Cricket Square business in Hong Kong: Hutchins Drive Room 1207, 12th Floor P.O. Box 2681 West Tower, Shun Tak Centre Grand Cayman KY1-1111 168-200 Connaught Road Central Cayman Islands Sheung Wan Hong Kong

Notes:

1. Any member entitled to attend and vote at the EGM is entitled to appoint a proxy to attend and, on a poll, vote in his stead. A member holding two or more Shares may appoint more than one proxy. A proxy need not be a member of the Company.

2. In order to be valid, a form of proxy together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof, must be deposited at the offices of the Company’s Hong Kong branch share registrar and transfer office, Union Registrars Limited at Suites 3301-04, 33/F, Two Chinachem Exchange Square, 338 King’s Road, North Point, Hong Kong at least 48 hours before the time for holding the above meeting.

3. In the case of joint holders of a share (a “ Share ” ）of the Company, any one of such persons may vote at the meeting either in person or by proxy, in respect of such Share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at any meeting the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

4. In order to qualify for entitlement to attend the EGM, all completed transfer forms, accompanied by the relevant share certificates, have to be lodged with the Company’s branch share registrar in Hong Kong, Union Registrars Limited at Suites 3301-04, 33/F, Two Chinachem Exchange Square, 338 King’s Road, North Point, Hong Kong for registration, not later than 4:00 p.m. on Thursday, 4 February 2021.

5. Delivery of an instrument appointing a proxy shall not preclude a shareholder from attending and voting in person at the EGM and in such event, the instrument appointing a proxy shall be deemed to be revoked.

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1. If Typhoon Signal No. 8 or above, or a “black” rainstorm warning is in effect any time after 6:30 a.m. on the date of the EGM, the meeting will be postponed. The Company will publish an announcement on the website of the Company at www.chinawaterind.com and on the website of the Stock Exchange at www.hkexnews.hk to notify Shareholders of the date, time and venue of the rescheduled meeting.

2. As at the date of this notice, the Board comprises Mr. Lin Yue Hui, Mr. Zhong Wei Guang, Mr. Liu Feng, Ms. Chu Yin Yin, Georgiana, Ms. Deng Xiao Ting and Mr. Zhu Yongjun, all being executive Directors, Mr. Ho Chi Ho being a non-executive Director and Mr. Wong Siu Keung, Joe, Mr. Guo Chao Tian, Ms. Qiu Na and Mr. Lam Cheung Shing, Richard, all being independent non-executive Directors.

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