Jinke Smart Services Group Co., Ltd. — Capital/Financing Update 2021

Sep 1, 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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Jinke Smart Services Group Co., Ltd. 金科智慧服務集團股份有限公司

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

(Stock Code: 9666)

ANNOUNCEMENT REGARDING THE H SHARE FULL CIRCULATION LISTING APPROVAL GRANTED BY THE STOCK EXCHANGE

Reference is made to the announcement (the “ Announcement ”) of Jinke Smart Services Group Co., Ltd. (the “ Company ”) dated 17 August 2021 in relation to the Conversion and Listing. Unless the context requires otherwise, capitalized terms used herein shall have the same meanings as those defined in the Announcement.

LISTING APPROVAL GRANTED BY THE STOCK EXCHANGE

The Company applied to the Stock Exchange for approval (the “ Listing Approval ”) of the listing of and for permission to deal in 500,000,000 overseas listed shares (“ Converted H Shares ”, being the maximum Domestic Unlisted Shares to be converted under the Conversion and Listing). The Company announces that the Listing Approval was granted by the Stock Exchange on 31 August 2021.

The Company is also conducting the following works in connection with the Conversion and Listing:

• (i) giving instructions to the H share registrar of the Company in relation to the relevant share certificates of the Converted H Shares; and

• (ii) enabling the Converted H Shares to be accepted as eligible securities by Hong Kong Securities Clearing Company Limited (“ HKSCC ”) for deposit, clearance and settlement in Central Clearing and Settlement System.

It is expected that the listing of the Converted H Shares on the Stock Exchange will commence at 9:00 a.m. on 10 September 2021.

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ONSHORE PROCEDURES

The holder of domestic shares of the Company (the “ Domestic Participating Shareholders ”) can only conduct share trading after the below arrangement procedures relating to the registration, depositary and transaction settlement of the Conversion and Listing are completed:

• (i) The Company will apply to China Securities Depository and Clearing Corporation Limited (“ China Clearing ”) as the nominee shall deposit the relevant securities at the China Securities Depository and Clearing (Hong Kong) Company Limited (“ China Clearing HK ”) and China Clearing HK in its own name shall deposit the relevant securities at HKSCC. China Clearing as the nominee of the Domestic Participating Shareholders shall handle all custody, maintenance of detailed records, cross-broader settlement and corporate actions etc. relating to the Converted H Shares for the Domestic Participating Shareholders;

• (ii) The Company will apply to China Clearing, Shenzhen Branch for the maintenance of the detailed record of the initial holding of the Converted H Shares held by the Domestic Participating Shareholders. Meanwhile, the Company will submit applications for a domestic transaction commission code and abbreviation, which shall be confirmed by China Clearing, Shenzhen Branch pursuant to the authorization of the Shenzhen Stock Exchange (the “ Shenzhen Stock Exchange ”);

• (iii) The Shenzhen Stock Exchange authorizes Shenzhen Securities Communication Co., Ltd. to provide services relating to trading entrustment orders and transmission of trading messages between a domestic securities company (“ Domestic Securities Company ”) and a Hong Kong securities company (“ Hong Kong Securities Company ”) for the Converted H Shares, and the real-time market forwarding services of the relevant overseas listed shares;

• (iv) According to the “Circular of the State Administration of Foreign Exchange on Issues concerning the Administration of Foreign Exchange Involved in Overseas Listing” (《國家外 匯管理局關於境外上市外匯管理有關問題的通知》), the Domestic Participating Shareholders should complete the overseas shareholding registration with the local foreign exchange administration bureau before the shares are sold, and after the overseas shareholding registration, open a specified bank account for the holding of shares overseas by onshore investors at an onshore bank with relevant qualifications, open a fund account for H share “Full Circulation” at Domestic Securities Company. Domestic Securities Company shall open a securities trading account for H share “Full Circulation” at Hong Kong Securities Company; and

• (v) The Domestic Participating Shareholders submit trading orders of the Converted H Shares through Domestic Securities Company. The relevant orders of the Domestic Participating Shareholders will be submitted to the Stock Exchange for trading through the securities trading account opened by Domestic Securities Company at Hong Kong Securities Company. After completion of the transaction, Hong Kong Securities Company and China Clearing HK, China Clearing HK and China Clearing, China Clearing and Domestic Securities Company, Domestic Securities Company and the Domestic Participating Shareholders will conduct settlement respectively.

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SHARE CAPITAL STRUCTURE OF THE COMPANY IMMEDIATELY BEFORE AND UPON COMPLETION OF THE CONVERSION AND LISTING

According to the Conversion and Listing, all holders of the Company’s Domestic Unlisted Shares (the “ Participating Shareholders ”) have completed their internal decision making process to determine whether to participate in the Conversion and Listing and eleven existing Participating Shareholders have decided to participate in the Conversion and Listing and authorize the Company to convert up to an aggregate of 500,000,000 Domestic Unlisted Shares into H shares, which are eligible to be listed and traded on the Main Board of the Stock Exchange on their behalf:

		Approximate
		percentage of
		total issued
	Maximum	shares of the
	number of	Company upon
	the Domestic	completion
	Unlisted Shares	of the
	to be converted	Conversion and
Name of the Participating Shareholders	into H shares	Listing
Jinke Property Group Co., Ltd.* (金科地產集團股份有限公司)	341,604,375	52.33%
Tianjin Hengye Meihao Management Consulting Partnership (Limited
Partnership)*
(天津恒業美好管理諮詢合夥企業(有限合夥))	50,516,464	7.74%
Beijing Ronghui Ruiguang Investment Management Center (Limited
Partnership)* (北京融匯瑞光投資管理中心(有限合夥))	17,185,005	2.63%
Ningbo Meishan Bonded Port Area Huagai Shengyuan Equity Investment
Partnership (Limited Partnership)*
(寧波梅山保稅港區華蓋升元股權投資合夥企業(有限合夥))	7,451,493	1.14%
CITIC Securities Investment Co., Ltd.* (中信証券投資有限公司)	9,109,450	1.40%
Beijing Ronghui Yangguang Xinxing Industries Investment Management
Center (Limited Partnership)*
(北京融匯陽光新興產業投資管理中心(有限合夥))	9,109,450	1.40%
Tianjin Jinheng Hongxin Management Consulting Partnership (Limited
Partnership)*
(天津金恒鴻鑫管理諮詢合夥企業(有限合夥))	2,774,750	0.43%
Tianjin Zhuoyue Gongying Jinke Management Consulting Partnership
(Limited Partnership)*
(天津卓越共贏金科管理諮詢合夥企業(有限合夥))	17,721,513	2.71%
Panxin (Shanghai) Investment Center (Limited Partnership)*
(磐信(上海)投資中心(有限合夥))	20,500,000	3.14%
Wuhan Gaoling Zhicheng AI Private Equity Fund II, L.P.*
(武漢高瓴智成二期人工智能股權投資基金合夥企業(有限合夥))	10,000,000	1.53%
Beijing Ronghui Yangguang Yongsheng Investment Management Center
(Limited Partnership)* (北京融匯陽光永晟投資管理中心(有限合夥))	14,027,500	2.15%
Total	500,000,000	76.59%

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The Company, on behalf of the Participating Shareholders, has completed the cancellation registration procedure for Domestic Unlisted Shares under the Conversion and Listing held by the Participating Shareholders in China Clearing, Shenzhen Branch. On 26 August 2021, the Participating Shareholders holding 500,000,000 Domestic Unlisted Shares have been removed from the register of members of Domestic Unlisted Shares of the Company maintained by China Clearing.

Subject to the completion of all procedures of the Conversion and Listing, the share capital structure of the Company will be as follows:

Immediately before completionof the Conversion and ListingClass of sharesNumber ofsharesApproximatepercentageH shares152,848,10023.41%Domestic shares500,000,00076.59%Total652,848,100100%	Upon completion of theConversion and ListingNumber ofsharesApproximatepercentage652,848,100100%00%652,848,100100%	Upon completion of theConversion and ListingNumber ofsharesApproximatepercentage652,848,100100%00%652,848,100100%
		100%

Further announcement will be made by the Company when and where appropriate.

Shareholders of the Company and potential investors should exercise caution when dealing in the shares of the Company.

By Order of the Board Jinke Smart Services Group Co., Ltd. Xia Shaofei Chairman

Chongqing, 1 September 2021

As at the date of this announcement, the Board comprises Mr. Xia Shaofei, Mr. Luo Chuansong and Mr. Xu Guofu as executive Directors, Mr. Luo Licheng, Mr. Liang Zhongtai and Mr. Li Nan as non-executive Directors, and Mr. Cao Guohua, Ms. Yuan Lin and Mr. Chan Chi Fung Leo as independent non-executive Directors.

• For identification purposes only

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