JiaXing Gas Group Co., Ltd — Proxy Solicitation & Information Statement 2020

Oct 28, 2020

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.

JiaXing Gas Group Co., Ltd.* 嘉興市燃氣集團股份有限公司 (A joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 9908)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting of JiaXing Gas Group Co., Ltd. (嘉興市燃氣集團股份有限公司) (the “ Company ”) will be held at the meeting room of the Company, 1st Floor, Building 3, Hualong Plaza, Economic and Technological Development Zone, Jiaxing, Zhejiang Province, the PRC on Wednesday, 18 November 2020 at 10 a.m. for the purpose of considering, and if thought fit, passing (with or without amendments or supplements) the following resolution (unless the context requires otherwise, the Capitalised terms used herein shall have the same meanings as those defined in the circular of the Company dated 29 October 2020 (the “ Circular* ”)) as a special resolution of the Company:

SPECIAL RESOLUTION

1. “ THAT the proposed amendments to the Articles of Association set out in the Appendix to the Circular be and are hereby approved, and that any one of the Directors or the Company Secretary of the Company be and is hereby authorised to do all such acts and things, sign all such documents and generally take all such steps as he/she, in his/her absolute discretion, considers necessary, desirable or expedient for the purpose of implementing and/or giving effect to the proposed amendments to the Articles of Association.”

On behalf of the Board of Directors JiaXing Gas Group Co., Ltd.* Sun Lianqing Chairman and Executive Director

Jiaxing, the PRC, 29 October 2020

• For identification purpose only

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Notes:

1. For determining the entitlement to attend and vote at the EGM, the register of members of the Company will be closed from Friday, 13 November 2020 to Wednesday, 18 November 2020, both dates inclusive, during which period no transfer of shares will be registered. In order to be eligible to attend and vote at the EGM, H Shareholders whose transfers have not been registered shall deposit all transfer documents accompanied by the relevant share certificates at the Company’s H share registrar, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not later than 4:30 p.m. on Thursday, 12 November 2020 (Hong Kong time) for registration.

2. A shareholder entitled to attend and vote at the EGM may appoint one or more proxies to attend and vote on his behalf. A proxy need not be a shareholder of the Company. Where a shareholder appoints more than one proxy, his proxies can only vote on a poll. In view of the development of the coronavirus disease 2019 (COVID-19) pandemic, shareholders may consider appointing the chairman of the EGM as his/her proxy to vote on the resolutions, instead of attending EGM in person.

3. The instrument appointing a proxy must be in writing under the hand of a shareholder or his attorney duly authorised. If the shareholder is a corporation, that instrument must be either under its common seal or under the hand of its director(s) or duly authorised executive officer(s) or duly authorised attorney(ies). If that instrument is signed by an attorney of a shareholder, the power of attorney or other document authorising that attorney to sign must be notarised.

4. In order to be valid, the form of proxy together with the notarised power of attorney or other authorisation document (if any) must be deposited at the Company’s registered office in the PRC (for Domestic Shareholders) or at the H share registrar of the Company, Tricor Investor Services Limited (for H Shareholders) not less than 24 hours before the time fixed for the meeting (i.e. not later than 10 a.m. on Tuesday, 17 November 2020 (Hong Kong time)).

5. A vote given in accordance with the terms of an instrument of proxy shall be valid notwithstanding the death or loss of capacity of the appointer, or the revocation of the proxy or of the authority under which the form of proxy was executed, or the transfer of shares in respect of which the proxy is given, provided that no notice in writing of these matters shall have been received by the Company prior to the commencement of the EGM.

6. The address and contact details of the Company’s H share registrar, Tricor Investor Services Limited, are as follows:

As to the transfer documents:

Level 54, Hopewell Centre 183 Queen’s Road East Hong Kong

As to the form of proxy: Level 54, Hopewell Centre 183 Queen’s Road East Hong Kong Telephone No.: +852 2980 1333 Facsimile No.: +852 2810 8185

1. The address of the Company’s registered office in the PRC and the contact details of the regular contact person for the meeting are as follows:

5th Floor, Building 3, Hualong Plaza, Economic and Technological Development Zone, Jiaxing, Zhejiang Province, PRC Telephone No.: +86 (573) 8221 6881 Facsimile No.: +86 (573) 8222 7685 Name: Lu Chen Jia

1. In accordance with the Company’s Articles of Association, where two or more persons are registered as the joint holders of any share, only the person whose name appears first in the register of members shall be entitled to receive this notice, and this notice, when served on such person, shall be deemed to have be given to all joint holders of such share.

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1. The EGM is expected to be concluded within half a day. Shareholders (in person or by proxy) attending the EGM are responsible for their own transportation and accommodation expenses.

2. Shareholders or their proxies shall produce their identification documents for inspection when attending the EGM.

3. All resolution(s) at the meeting will be taken by poll pursuant to the Listing Rules. The Chairman of the Board of Directors may demand poll for voting pursuant to the Articles of Association. The results of the poll will be published on the websites of Hong Kong Exchanges and Clearing Limited (http://www.hkexnews.hk) and the Company (http://www.jxrqgs.com/) in accordance with the Listing Rules.

As at the date of this notice, our executive Directors are Mr. Sun Lianqing and Mr. Xu Songqiang, our non-executive Directors are Mr. He Yujian, Mr. Zheng Huanli and Mr. Fu Songquan and our independent non-executive Directors are Mr. Xu Linde, Mr. Yu Youda and Mr. Cheng Hok Kai Frederick.

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