Dongjiang Environmental Company Limited — AGM Information 2019

May 24, 2019

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

==> picture [87 x 49] intentionally omitted <==

DONGJIANG ENVIRONMENTAL COMPANY LIMITED[*] 東江環保股份有限公司

(a joint stock limited company incorporated in the People’s Republic of China) (Stock code: 00895)

INDICATIVE ANNOUNCEMENT REGARDING THE CONVENING OF THE 2018 ANNUAL GENERAL MEETING

This announcement is made pursuant to the Articles of Association (the “Articles” ) of Dongjiang Environmental Company Limited (the “Company”* ).

References are made to notice of the Company (the “Notice” ) dated 25 April 2019. The circulars of the Company dated 24 May 2019 (the “Circular” ) in relation to, among other things, the notice of 2018 annual general meeting of the Company ( “Annual General Meeting ”). Unless the context requires otherwise, capitalised terms used in this announcement shall have the same meanings as defined in the Notice and the Circular

In accordance with Article 78 of the Articles, the Company may, on the basis of the written replies received twenty (20) days before the holding of the general meeting, calculate the number of shares with voting rights represented by the shareholders who have indicated that they would attend the meeting. If the number of shares with voting rights represented by the shareholders who have indicated that they would attend the general meeting is more than one-half (1/2) of the aggregate number of the shares with voting rights of the Company, the Company may hold a general meeting; if not, the Company shall, within five (5) days, inform the Shareholders in the form of announcement the proposed matters, date and place of the meeting; after such announcement, the Company may hold the general meeting. Details of the convening of 2018 annual general meeting are set out as follows:

NOTICE IS HEREBY GIVEN that the 2018 annual general meeting of the Company in will be held at 11th Floor, Dongjiang Environmental Building, No. 9 Langshan Road, Nanshan District, Shenzhen, the People’s Republic of China (the “PRC” ) at 2:00 p.m. on Tuesday, 11 June 2019 for the purpose of considering and, if thought fit, passing the following resolutions:

ORDINARY RESOLUTIONS

1. To consider and approve the 2018 annual report of the Company and its extract;

2. To consider and approve the 2018 report of the board of directors of the Company;

3. To consider and approve the 2018 report of the supervisory committee of the Company;

– 1 –

1. To consider and approve the 2018 annual final financial report of the Company;

2. To consider and approve the 2019 financial budget report of the Company;

3. To consider and approve the re-appointment of SHINEWING CERTIFIED PUBLIC ACCOUNTANTS LLP as the Company’s auditor for the year ending 31 December 2019, and to authorise the chief executive officer of the Company to determine its remuneration;

7. “ THAT :

The proposed payment of a final dividend of RMB0.140 per share in cash (inclusive of tax) (2017: RMB0.161) to all the shareholders based on the 879,267,102 shares in issue as at the date of passing this resolution be approved, accordingly, the total amount of cash dividend to be paid is RMB123,097,394.28.

The Board of the Company be authorised to take any necessary actions required under the applicable laws and regulations in connection hereto;”

1. The resolution on the purchase of liability insurance for the directors, supervisors and members of senior management of the Company;

SPECIAL RESOLUTIONS

1. The resolution on the repurchase and cancellation of restricted shares granted but not yet unlocked in the Restrictive Stock Incentive Plan under 2016;

2. The resolution on reduction of registered capital of the Company; and

3. The resolution on amendments to the articles of association of the Company.

By order of the Board Dongjiang Environmental Company Limited * Tan Kan Chairman

Shenzhen, the PRC, 24 May 2019

Notes:

1. For the purpose of identification of shareholders who are qualified to attend and vote at the AGM, the register of members of H shares of the Company will be closed from Friday, 10 May 2019 to Tuesday, 11 June 2019 (both days inclusive) during which period no transfer of shares can be effected. In order to be entitled to attend and vote at the AGM, all transfer document accompanied by the relevant share certificates must be lodged with the Company’s H share registrar, Tricor Tengis Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong (for holders of H shares) not later than 4:30 p.m. on Thursday, 9 May 2019.

– 2 –

1. Holders of H shares whose names appear on the register of members of H shares of the Company at 4:30 p.m. on Thursday, 9 May 2019 are entitled to attend and vote at the AGM. Holders of H shares are requested to complete the reply slip for attending the AGM and return it to the Company’s H share registrar, Tricor Tengis Limited (for holders of H shares) not later than 4:30 p.m. on Wednesday, 22 May 2019.

2. Holders of shares may appoint one or more proxies to attend and, in the event of a poll, vote on their behalves at the AGM. A proxy needs not be a member of the Company.

3. A form of proxy for use at the AGM is enclosed herewith. In the case of a joint holding, the form of proxy may be signed by any joint holder, but if more than one joint holder is present at the meeting, whether in person or by proxy, that one of the joint holders whose name stands first on the registers of members of the Company in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

4. In order to be valid, the proxy form must be deposited by hand or post to the Company’s H share registrar, Tricor Tengis Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong (for holders of H shares) not less than 24 hours before the time for holding the AGM. If the proxy form is signed by a person under a power of attorney or other authority, a notarially certified copy of that power of attorney or authority shall be deposited at the same time as mentioned in the proxy form.

5. Shareholders and their proxies should submit identity proof when attending the AGM.

6. The AGM is not expected to last for more than half a day. Shareholders and their proxies shall be responsible for their own travelling and accommodation expenses for attending the meeting.

As at the date of this notice, the Board of Directors of the Company comprises two executive Directors, being Mr. Tan Kan and Mr. Yao Shu; four non-executive Directors, being Mr. Liu Boren, Mr. Huang Yiming, Mr. Lu Bei and Mr. Jin Yongfu; and three independent non-executive Directors, being Mr. Zhu Zhengfu, Mr. Qu Jiu Hui and Mr. Wong Hin Wing.

• For identification purpose only

– 3 –