Flat Glass Group Co., Ltd. — Proxy Solicitation & Information Statement 2017

Oct 3, 2017

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.

福萊特玻璃集團股份有限公司 Flat Glass Group Co., Ltd.

(a joint stock company incorporated in the People’s Republic of China with limited liability) (Stock code: 6865)

NOTICE OF THE 2017 SECOND EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2017 second extraordinary general meeting (the “ 2017 Second EGM ”) of Flat Glass Group Co., Ltd. (the “ Company ”) will be held at Conference Room, 5th Floor, Flat Glass Group Co., Ltd., 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC, at 9:00 a.m. on Monday, 20 November 2017. Unless otherwise defined, capitalised terms used in this notice shall have the meanings as those defined in the circular of the Company dated 4 October 2017 (the “ Circular ”).

ORDINARY RESOLUTIONS

1. To consider and approve the special report on the use of proceeds from the Initial Public Offering of H Shares as at 30 June 2017 as set out in Appendix I to the Circular.

2. To declare an interim dividend of RMB2.4 cents per ordinary Share (before tax) for the six months ended 30 June 2017.

3. To consider and approve the report on related parties transactions during the period from 1 January 2017 to 30 June 2017 as set out in Appendix II to the Circular.

SPECIAL RESOLUTIONS

1. To consider and approve the proposal to extend the validity period of the resolution of the Proposed A Share Offering as detailed in the “Letter from the Board – IV. Extension of the Validity Period for the Plan for the Company’s Offering and Listing of A Shares” in the Circular.

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1. To consider and approve the proposal to extend the validity period of the authorisation to the Board to handle matters in relation to the Proposed A Share Offering detailed in the “Letter from the Board – V. Extension of Proposal on Granting Authorisation to the Board to Handle Matters in relation to the Initial Public Offering and Listing of A Shares” in the Circular.

By order of the Board of Flat Glass Group Co., Ltd. Ruan Hongliang Chairman

Jiaxing, Zhejiang Province, the PRC 4 October 2017

As at the date hereof, the executive directors of the Company are Mr. Ruan Hongliang, Ms. Jiang Jinhua, Mr. Wei Yezhong and Mr. Shen Qifu; independent non-executive directors of the Company are Mr. Cui Xiaozhong, Mr. Li Shilong and Mr. Ng Ki Hung.

Notes:

1. In order to ascertain Shareholders’ entitlement to attend and vote at the 2017 Second EGM, the register of members of the Company will be closed from 21 October 2017 (Saturday) to 20 November 2017 (Monday) (both days inclusive), during which period no transfer of shares will be registered. In order to qualify for attending and voting at the forthcoming the 2017 Second EGM, all transfer documents must be lodged with the Company’s H share registrar in Hong Kong, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong (for holders of H Shares), or to the Company’s registered office in the PRC at 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC (for holders of Domestic Shares), for registration before 4:30 p.m. on 20 October 2017 (Friday). Shareholders whose names appear on the register of members of the Company on 20 November 2017 (Monday) are entitled to attend and vote at the 2017 Second EGM.

2. The Board has recommended an interim dividend for the six months ended 30 June 2017 of RMB2.4 cents per ordinary share (before tax). For the purpose of ascertaining shareholders’ entitlement to the 2017 Interim Dividend, the register of members of the Company will be closed from 24 November 2017 (Friday) to 28 November 2017 (Tuesday) (both days inclusive) for the purpose of determining shareholders’ entitlement to the 2017 Interim Dividend. In order to qualify for receiving the 2017 Interim Dividend, all transfer documents must be lodged with the Company’s H share registrar in Hong Kong, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong (for holders of H Shares), or to the Company’s registered office in the PRC at 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC (for holders of Domestic Shares), for registration before 4:30 p.m. on 23 November 2017 (Thursday). Subject to approval by the Shareholders at the 2017 Second EGM, the 2017 Interim Dividend will be paid before 31 December 2017.

3. Shareholders who are entitled to attend and vote at the 2017 Second EGM may appoint one or more proxies to attend and vote on their behalf. A proxy need not be a shareholder of the Company.

4. The instrument appointing a proxy must be in writing under the hand of a Shareholder or his attorney duly authorized in writing. If the Shareholder is a legal person, that instrument must be executed either under its seal or under the hand of its director or other attorney duly authorized to sign the same.

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1. In order to be valid, the proxy form for the 2017 Second EGM must be deposited by hand or by post to the H share registrar of the Company, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong (the holders of H Shares) or to the Company’s registered office in the PRC at 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC (for holders of Domestic Shares) not less than 24 hours before the time for holding the 2017 Second EGM (or any adjournment thereof) for taking the poll. If the proxy form is signed by a person under a power of attorney or other authority, a notarial copy of that power of attorney or authority shall be deposited at the same time as mentioned in the proxy form. Completion and return of the proxy form will not preclude Shareholders from attending and voting in person at the 2017 Second EGM or any adjourned meetings should they so wish.

2. Shareholders or their proxies shall provide their identification documents when attending the 2017 Second EGM. If corporate Shareholders appoint authorized representative to attend the 2017 Second EGM, the authorized representative shall produce his/her identity documents and a notarially certified copy of the relevant authorization instrument signed by the board of directors or other authorized parties of the corporate Shareholders or other notarially certified documents allowed by the Company. Proxies shall produce their identity documents and the proxy form signed by the Shareholders or their attorney when attending the 2017 Second EGM.

3. Shareholders who intend to attend the 2017 Second EGM should complete the reply slip and return it by hand or by post to the H share registrar of the Company (for holders of H shares of the Company) or to the registered office in the PRC of the Company (for holders of domestic shares of the Company) on or before 30 October 2017 (Monday).

4. Shareholders attending the 2017 Second EGM shall be responsible for their own travel and accommodation expenses.

5. The address of the registered office in the PRC of the Company is 1999 Yunhe Road, Xiuzhou District, Jiaxing, Zhejiang Province, the PRC.

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