CK Asset Holdings Limited — Proxy Solicitation & Information Statement 2021

Apr 26, 2021

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

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CK ASSET HOLDINGS LIMITED 長江實業集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1113)

NOTICE OF THE EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of CK Asset Holdings Limited (the “ Company ”) will be held at 1st Floor, Harbour Grand Kowloon, 20 Tak Fung Street, Hung Hom, Kowloon, Hong Kong on Thursday, 13 May 2021 at 4:30 p.m. (Hong Kong time) (or as soon thereafter as the AGM to be held at 3:30 p.m. (Hong Kong time) on the same day shall have concluded or adjourned or, if there is (i) a tropical cyclone warning signal no. 8 or above; or (ii) a black rainstorm warning signal; or (iii) extreme condition caused by super typhoon in force in Hong Kong at 9:00 a.m. (Hong Kong time) on Thursday, 13 May 2021, at the same time and place on Tuesday, 18 May 2021 (Hong Kong time)) for the purpose of considering and, if thought fit, passing, with or without amendments, the following resolutions as ordinary resolution of the Company:

ORDINARY RESOLUTIONS

1. THE PROPOSED ACQUISITION, THE SPECIAL DEAL AND THE SPECIFIC MANDATE

“ THAT

• (a) the Share Purchase Agreement (a copy of which is marked “ A ” and initialed by the chairman of the EGM for the purpose of identification) dated 18 March 2021 and the Proposed Acquisition contemplated thereunder, as more particularly described in the circular and offer document issued by the Company on 27 April 2021 (the “ Circular and Offer Document ”, a copy of which is marked “ B ” and initialed by the chairman of EGM for the purpose of identification), which also constitutes a special deal under Rule 25 of the Takeovers Code, be and are hereby approved, confirmed and ratified;

• (b) the Directors be and are hereby granted the Specific Mandate to exercise the powers of the Company to allot and issue the Consideration Shares pursuant to the terms and conditions of the Share Purchase Agreement; and

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• (c) the Directors, acting collectively and individually, be and are hereby authorised to take all such steps, do all such acts and things and to sign, execute, seal (where required) and deliver all such documents which he/she may in his/her absolute discretion, consider necessary, appropriate, desirable or expedient in connection with or to implement or give effect to the above resolution and all of the transactions contemplated thereunder.”

2. THE SHARE BUY-BACK OFFER

“ THAT the Share Buy-back Offer by HSBC on behalf of the Company to buy back for cancellation up to 380,000,000 Shares at a price of HK$51.00 per Share in cash and subject to the terms and conditions set out in the Circular and Offer Document together with the accompanying acceptance form despatched to the Shareholders on 27 April 2021 be approved, without prejudice to the authority of the Company under the general mandate to buy back Shares proposed to be granted by the Shareholders at the AGM of the Company on 13 May 2021, and that the Directors, acting collectively and individually, be and are hereby authorised to take all such steps, do all such acts and things and to sign, execute, seal (where required) and deliver all such documents which he/she may in his/her absolute discretion, consider necessary, appropriate, desirable or expedient in connection with or to implement or give effect to the Share Buy-back Offer.”

3. THE WHITEWASH WAIVER

“ THAT

• (a) the Whitewash Waiver waiving any obligation on the part of LKSF to make a mandatory general offer for all of the Shares of the Company not already owned or agreed to be acquired by the Controlling Shareholder Group as a result of (i) the allotment and issue of the Consideration Shares to LKSF and (ii) the Share Buy-back Offer be and is hereby approved; and

• (b) the Directors, acting collectively and individually, be and are hereby authorised to take all such steps, do all such acts and things and to sign, execute, seal (where required) and deliver all such documents which he/she may in his/her absolute discretion, consider necessary, appropriate, desirable or expedient in connection with or to implement or give effect to the above resolution and all of the transactions contemplated thereunder.”

By Order of the Board Eirene YEUNG Executive Committee Member & Company Secretary

Hong Kong, 27 April 2021

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Notes:

1. Capitalised terms used in this notice shall have the same meanings as defined in the Circular and Offer Document, unless the context requires otherwise.

2. The EGM will be a hybrid meeting. Shareholders have the option of attending, participating and voting at the EGM through online access by visiting the website at https://web.lumiagm.com (“ Online Platform ”). Shareholders attending the EGM using the Online Platform will be deemed to be present at, and will be counted towards the quorum of, the EGM and they will be able to cast their votes and submit questions through the Online Platform.

3. At the EGM, the Chairman of the EGM will put each of the above resolutions to be voted by way of a poll under Article 81 of the Company’s Amended and Restated Articles of Association.

4. Any Shareholder entitled to attend and vote at the EGM is entitled to appoint more than one proxy in accordance with the relevant provisions of the Amended and Restated Articles of Association of the Company to attend and on a poll, vote in his/her stead. A proxy need not be a Shareholder.

5. To be valid, the proxy form together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be returned to the Company’s Hong Kong Share Registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong, or deposited at the Company’s principal place of business in Hong Kong at 7th Floor, Cheung Kong Center, 2 Queen’s Road Central, Hong Kong as soon as possible and in any event no less than 48 hours before the time appointed for the holding of the EGM (or any adjournment or postponement thereof).

6. In the case of joint holders of a share of the Company, any one of such joint holders may vote at the EGM, either personally or by proxy, in respect of such share as if he/she/it was solely entitled thereto. If more than one of such joint holders are present at the EGM, the more senior shall alone be entitled to vote in respect of the relevant joint holding. For this purpose, seniority shall be determined by reference to the order in which the names of the joint holders stand on the Register of Members of the Company in respect of the relevant joint holding.

7. Completion and return of the proxy form will not preclude a Shareholder from attending and voting in person at the EGM (or any adjournment or postponement thereof) should the Shareholder so desire and, in such event, the proxy form shall be deemed to be revoked.

8. For the purpose of determining entitlements to attend and vote at the EGM, the Register of Members of the Company will be closed from Monday, 10 May 2021 (Hong Kong time) to Thursday, 13 May 2021 (Hong Kong time) (or Tuesday, 18 May 2021 (Hong Kong time) in the event that the EGM is to be held on Tuesday, 18 May 2021 (Hong Kong time) because of (i) a tropical cyclone warning signal no. 8 or above; or (ii) a black rainstorm warning signal; or (iii) extreme condition caused by super typhoon in force in Hong Kong (as detailed in note 10 below)), both days inclusive, during which period no transfer of Shares will be effected. In order to be entitled to attend and vote at the EGM, all share certificates with completed transfer forms, either overleaf or separately, must be lodged with the Company’s Hong Kong Share Registrar, Computershare Hong Kong Investor Services Limited, at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not later than 4:30 p.m. (Hong Kong time) on Friday, 7 May 2021.

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9. COVID-19 PANDEMIC SITUATION:

Due to the constantly evolving COVID-19 pandemic situation in Hong Kong, the Company may be required to change the EGM arrangements at short notice. Shareholders should check the Company’s website at www.ckah.com or the Company’s EGM website at www.ckah.com/eng/2021egm.html for future announcements and updates on the EGM arrangements.

Should the COVID-19 pandemic situation continues to affect Hong Kong at or around the time of the EGM, Shareholders should regularly assess for themselves potential risks associated with, and whether they should attend, the physical EGM.

While the Company proposes and endeavours to implement a number of measures to safeguard the health and safety of the attendees (see “Precautionary Measures for Physical Attendance at the Extraordinary General Meeting” on page 4 of the Circular and Offer Document), no obligation nor liability whatsoever will be assumed by the Company in connection with the successful implementation or otherwise of any or all of those measures.

10. BAD WEATHER ARRANGEMENTS:

The EGM will be held as scheduled at 1st Floor, Harbour Grand Kowloon, 20 Tak Fung Street, Hung Hom, Kowloon, Hong Kong on Thursday, 13 May 2021 at 4:30 p.m. (Hong Kong time) (or as soon thereafter as the AGM to be held at 3:30 p.m. (Hong Kong time) on the same day shall have concluded or adjourned) regardless of whether or not an amber or red rainstorm warning signal or a tropical cyclone warning signal no. 3 or below is in force in Hong Kong at any time on that day.

However, if there is (i) a tropical cyclone warning signal no. 8 or above; or (ii) a black rainstorm warning signal; or (iii) extreme condition caused by super typhoon in force in Hong Kong at 9:00 a.m. on Thursday, 13 May 2021, the EGM will not be held on that day but will be automatically postponed and, by virtue of this notice, be held at the same time and place on Tuesday, 18 May 2021 (Hong Kong time) instead.

Shareholders who have any queries concerning these arrangements, please call the Company at (852) 2128 8888 during business hours from 9:00 a.m. (Hong Kong time) to 5:00 p.m. (Hong Kong time) on Mondays to Fridays, excluding public holidays.

Shareholders should make their own decision as to whether they would attend the EGM under bad weather conditions at their own risk having regard to their own situation and if they should choose to do so, they are advised to exercise care and caution.

1. The translation into Chinese language of this notice is for reference only. In case of any inconsistency, the English version shall prevail.

The Directors of the Company as at the date of this document are Mr. LI Tzar Kuoi, Victor (Chairman and Managing Director), Mr. KAM Hing Lam (Deputy Managing Director), Mr. IP Tak Chuen, Edmond (Deputy Managing Director), Mr. CHUNG Sun Keung, Davy, Mr. CHIU Kwok Hung, Justin, Mr. CHOW Wai Kam, Raymond, Ms. PAU Yee Wan, Ezra and Ms. WOO Chia Ching, Grace as Executive Directors; and Mr. CHEONG Ying Chew, Henry, Mr. CHOW Nin Mow, Albert, Ms. HUNG Siu-lin, Katherine, Mr. Colin Stevens RUSSEL, Mr. Donald Jeffrey ROBERTS and Mr. Stephen Edward BRADLEY as Independent Non-executive Directors.

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