Da Ming International Holdings Limited — Proxy Solicitation & Information Statement 2021

Nov 23, 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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DA MING INTERNATIONAL HOLDINGS LIMITED 大明國際控股有限公司

(Incorporated in the Cayman Islands with limited liability) (Stock code: 1090)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (“ EGM ”) of the shareholders of Da Ming International Holdings Limited (“ Company ”) will be held at Conference Room A309, Jiangsu Daming Metal Products Co., Limited, No.1518 Tongjiang Road, Wuxi, Jiangsu, The People’s Republic of China, on Wednesday, 15 December 2021 at 3:00 p.m. for the purpose of considering and, if thought fit, with or without amendments, passing the following ordinary resolutions of the Company:

ORDINARY RESOLUTIONS

1. “ THAT :

   • (a) the Supplemental Agreement (as defined in the circular of the Company dated 24 November 2021 of which this notice forms part (the “ Circular ”)) and the transactions contemplated thereunder and the implementation thereof be and are hereby approved, confirmed and ratified;

   • (b) the Revised Annual Caps (as defined in the Circular) for each of the three years ending 31 December 2023 be and are hereby approved; and

   • (c) any one director of the Company (or any two directors of the Company or one director and the secretary of the Company, in the case of execution of documents under seal) be and is hereby authorised for and on behalf of the Company to execute all such other documents, instruments and agreements and to do all such acts or things deemed by him/her to be incidental to, ancillary to or in connection with the matters contemplated in the Supplemental Agreement and the transactions contemplated thereunder and the implementation thereof including the affixing of seal thereon.”

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1. To re-elect Mr. Zhu Baomin as Director.

By order of the board of directors of Da Ming International Holdings Limited Zhou Keming Chairman

Hong Kong, 24 November 2021

Registered Office: Cricket Square Hutchins Drive, P.O. Box 2681 Grand Cayman KY1-1111 Cayman Islands

Headquarters and Principal Place of Business in the PRC: No. 1518, Tong Jiang Road Wuxi, Jiangsu People’s Republic of China

Principal Place of Business in Hong Kong: Suite 1007, Central Plaza 18 Harbour Road, Wanchai Hong Kong

Notes:

• (1) The register of members of the Company will be closed from 10 December 2021 to 15 December 2021 (both days inclusive), during which period no transfer of Shares can be registered. In order to be entitled to attend and vote at the EGM, all transfers accompanied by the relevant share certificates must be lodged with the Company’s share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at Shops 1712–1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not later than 4:30 p.m. on 9 December 2021.

• (2) Any member entitled to attend and vote at the EGM convened by the above notice is entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not be a member of the Company. All proxies, together with powers of attorney or other authorities, if any, under which they are signed or notarially certified copies thereof, must be deposited with the Company’s share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, by 3:00 p.m. on 13 December 2021 (Hong Kong time), being 48 hours before the time appointed for the EGM. Completion and returning of the form of proxy will not preclude a member from attending and voting in person at the EGM or any adjournment thereof should she/he so wishes.

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• (3) Where there are joint registered holders of any Share, any one of such persons may vote at any meeting, either personally or by proxy, in respect of such Share as if he were solely entitled thereto; but if more than one of such joint holders are present at any meeting personally or by proxy, that one of the said persons so present being the most or, as the case may be, the more senior shall alone be entitled to vote in respect of the relevant joint holding and, 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 the relevant joint holding.

• (4) With reference to Resolution 2 above, Mr. Zhu Baomin, who was appointed by the board of directors of the Company on 11 June 2021 to fill up casual vacancy will retire from office and offer himself for re-election at the EGM. His details are set out in the Circular.

• (5) In compliance with Rule 13.39(4) of the Listing Rules, voting on the resolution proposed in this notice shall be decided by way of a poll at the EGM.

• (6) Shareholders are advised to read the circular of the Company dated 24 November 2021 which contains information concerning the resolution to be proposed in the EGM.

As at the date of this notice, the executive Directors are Mr. Zhou Keming (Chairman), Mr. Jiang Changhong (Chief Executive Officer), Ms. Xu Xia, Mr. Zou Xiaoping, Dr. Fukui Tsutomu, Mr. Zhang Feng and Mr. Wang Jian; the non-executive Directors are Mr. Lu Jian and Mr. Zhu Baomin; and the independent non-executive Directors are Mr. Cheuk Wa Pang, Prof. Hua Min, Mr. Lu Daming, Mr. Liu Fuxing and Mr. Hu Xuefa.

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