CK Infrastructure Holdings Limited — Proxy Solicitation & Information Statement 2026

Apr 8, 2026

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.

CK Infrastructure Holdings Limited

長江基建集團有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 1038)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting (the "Meeting") of CK Infrastructure Holdings Limited (the "Company") will be held as a hybrid meeting at 1st Floor, Harbour Grand Kowloon, 20 Tak Fung Street, Hung Hom, Kowloon, Hong Kong and online on Monday, 27 April 2026 at 1:45 p.m. Hong Kong time (6:45 a.m. London time) (or (i) as the directors of the Company may, in their absolute discretion in accordance with the Company's Bye-laws, change the place of the Meeting at the same time and on the same date by way of an announcement without the need to give a new notice of the Meeting; or (ii) in the event that a tropical cyclone warning signal no. 8 or above, a black rainstorm warning signal and/or "extreme conditions" as announced by the Hong Kong Government (the "Bad Weather Signal") is/are in force in Hong Kong at 9:00 a.m. Hong Kong time (2:00 a.m. London time) on that day, at the same time and place on Tuesday, 28 April 2026) for the purpose of considering and, if thought fit, passing with or without amendment the following resolution as an ordinary resolution of the Company.

ORDINARY RESOLUTION

"THAT:

(a) the connected and major transactions that are contemplated under, pursuant to or in connection with the share purchase agreement (the "Share Purchase Agreement") dated 25 February 2026 among CKI Number 1 Limited, Devin International Limited, Eagle Insight International Limited, Engie UK 2026 Limited and Engie Group Participations SA (a copy of which marked "A" and a copy of the circular of the Company dated 8 April 2026 (the "Circular") marked "B" having been tabled before the Meeting and initialled by the Chairman of the Meeting for the purpose of identification), including, but not limited to, the disposal of CKI Sub's Sale Shares (as defined in the Circular) and CKI Sub's Shareholder Debt Instruments (as defined in the Circular) as part of the Disposal (as defined in the Circular), and all actions taken or to be taken by the Company and/or its subsidiaries pursuant to or incidental to such transactions be and are hereby approved; and

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(b) the directors of the Company, 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 they may in their absolute discretion consider necessary, appropriate, desirable or expedient in connection with or to implement or give effect to the above paragraph (a) of this resolution and all of the transactions contemplated thereunder.”

By Order of the Board
Eirene YEUNG
Company Secretary

8 April 2026

Notes:

1. Unless otherwise defined in this notice or the context requires otherwise, terms defined in the Circular shall have the same meanings when used in this notice.

2. The Meeting will be held as a hybrid meeting. Shareholders of the Company (the “Shareholders”, each a “Shareholder”) have the option of attending, participating, raising questions and voting at the Meeting through online access by visiting the website at https://meetings.lumiconnect.com (the “Online Platform”). Shareholders attending the Meeting via the Online Platform will be deemed to be present at, and will be counted towards the quorum of, the Meeting and they will be able to cast their votes and submit questions via the Online Platform.

3. At the Meeting, the Chairman of the Meeting will put the above resolution to be voted by way of a poll under the Company’s Bye-law 66.

4. Any Shareholder entitled to attend and vote at the Meeting is entitled to appoint more than one proxy in accordance with the relevant provisions of the Company’s Bye-laws to attend and on a poll, vote in his/her stead but the number of proxies appointed shall not exceed three. A proxy need not be a member of the Company.

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 (i) sent in a legible image to the Company’s Branch Share Registrar, Computershare Hong Kong Investor Services Limited, by email at cki.eproxy@computershare.com.hk; or (ii) returned to the Company’s Branch Share Registrar at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong; or (iii) deposited at the Company’s principal place of business in Hong Kong at 12th 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 for holding the Meeting (or any adjournment or postponement thereof) (as the case may be).

6. In the case of joint holders of a share of the Company, any one of such joint holders may vote at the Meeting, either in person 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 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. 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.

7. Completion and return of the proxy form will not preclude a Shareholder from attending and voting at the Meeting (or any adjournment or postponement thereof) (as the case may be) in person or via the Online Platform provided for the Meeting should the Shareholder so desire, and, in such event, the proxy form shall be deemed to be revoked.

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1. The record date for determining the eligibility of Shareholders (except holders of treasury shares, if any) to attend and vote at the Meeting or at any adjournment or postponement thereof is Monday, 27 April 2026. The Register of Members of the Company will be closed from Wednesday, 22 April 2026 to Monday, 27 April 2026 (or Tuesday, 28 April 2026 in the event that the Meeting is to be held on Tuesday, 28 April 2026 because a Bad Weather Signal is in force in Hong Kong (as detailed in note 11 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 Meeting, all share certificates with completed transfer forms, either overleaf or separately, must be lodged with (a) the Company's Branch 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 Tuesday, 21 April 2026 or (b) the Company's Principal Share Registrar, Computershare Investor Services (Bermuda) Limited c/o 13 Castle Street, St Helier, Jersey, JE1 1ES, not later than 3:30 p.m. London time on Tuesday, 21 April 2026.

2. In case the Company needs to change the Meeting arrangements at short notice, the Board may, in its absolute discretion in accordance with the Company's Bye-laws, change the place of the Meeting at the same time and on the same date by way of an announcement without the need to give a new notice of the Meeting. Shareholders should check the Company's website at https://www.cki.com.hk or the Company's Meeting website at https://www.cki.com.hk/english/SGM for future announcements and updates on the Meeting arrangements.

3. No refreshments or drinks will be provided to attendees at the Meeting.

4. BAD WEATHER ARRANGEMENTS

The Meeting will be held as a hybrid meeting at 1st Floor, Harbour Grand Kowloon, 20 Tak Fung Street, Hung Hom, Kowloon, Hong Kong and online on Monday, 27 April 2026 at 1:45 p.m. Hong Kong time (6:45 a.m. London time) as scheduled 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 a Bad Weather Signal is in force in Hong Kong at 9:00 a.m. Hong Kong time (2:00 a.m. London time) on Monday, 27 April 2026, the Meeting 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, 28 April 2026 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 Hong Kong public holidays.

Shareholders should make their own decision as to whether they would attend the Meeting physically 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.

As at the date of this document, the Executive Directors of the Company are Mr. LI Tzar Kuoi, Victor (Chairman), Mr. KAM Hing Lam (Deputy Chairman and Co-Managing Director), Mr. IP Tak Chuen, Edmond (Deputy Chairman), Mr. FOK Kin Ning, Canning (Deputy Chairman), Mr. Frank John SIXT, Mr. Andrew John HUNTER (Co-Managing Director), Mr. CHAN Loi Shun (Chief Financial Officer and General Manager) and Ms. CHEN Tsien Hua; the Non-executive Directors are Mr. CHEONG Ying Chew, Henry (Independent Non-executive Director), Mrs. KWOK Eva Lee (Independent Non-executive Director), Mrs. SNG Sow-mei alias POON Sow Mei (Independent Non-executive Director), Mr. LAN Hong Tsung, David (Independent Non-executive Director), Mr. Paul Joseph TIGHE (Independent Non-executive Director), Ms. KOH Poh Wah (Independent Non-executive Director), Mrs. LEE Pui Ling, Angelina and Mr. George Colin MAGNUS; and the Alternate Directors are Mr. MAN Ka Keung, Simon (Alternate Director to Mr. IP Tak Chuen, Edmond) and Ms. Eirene YEUNG (Alternate Director to Mr. KAM Hing Lam).

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