Jinke Smart Services Group Co., Ltd. — Proxy Solicitation & Information Statement 2022

Nov 15, 2022

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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)

PROXY FORM FOR THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON 6 DECEMBER, 2022

Number of shares to Domestic shares whichform relatesthis proxy [(Note][1)] H shares I/We [(Note][2)] (name) of (address) beingin thetheissuedregisteredshareholder(s)capitalof of Jinke Smart Services Group Co., Ltd. (the “ Company ”) hereby appoint the chairmandomesticof share/Hthe meetingshares [(Note][(Note] 4)[3)] or (name) ofas my/our proxy(ies) to attend and vote for me/us and on my/our behalf at the extraordinary general meeting (the “ EGM ”) to be held at Building A4, East Zone,(address)Jinke Shiniancheng, No. 480, Panxi Road, Shimahe Street, Jiangbei District, Chongqing, PRC on Tuesday, 6 December 2022 at 03:00 p.m. or any adjournment thereof as hereunder indicated in respect of the resolutions set out in the notice of the EGM dated 16 November 2022, or, if no such indication is given, as my/our proxy thinks fit.

	ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	ORDINARY RESOLUTIONS	FOR(Note 5) AGAINST(Note 5)	FOR(Note 5) AGAINST(Note 5)	FOR(Note 5) AGAINST(Note 5)	FOR(Note 5) AGAINST(Note 5)	ABSTAIN(Note 5)	ABSTAIN(Note 5)
1.	“THAT
	(i) the supplemental agreement entered into between Broad Gongga Investment Pte. Ltd. (“Broad Gongga”) and 金科地產集團股份有限公司(Jinke Property Group Co., Ltd.)
	(“Jinke Property”) dated 14 November 2022 (a copy of which is tabled at the meeting and
	marked “A” and initialed by	the	chairman of the meeting for identification purpose) to
	amend certain terms contained in the share purchase agreement (as supplemented on
	15 December 2021) entered into between Broad Gongga and Jinke Property dated
	15 December 2021; and (ii) the supplemental agreement entered into among Broad
	Gongga, Mr. Huang Hongyun	and Mr. Zhou Da dated 14 November 2022 (a copy of which
	is tabled at the meeting and marked “B” and initialed			by the chairman of the meeting for
	identification purpose) to amend certain terms contained in the cooperation agreement
	entered into among Broad Gongga, Mr. Huang Hongyun, Mr. Zhou Da and Mr. Xia Shaofei
	dated 15 December 2021 are	hereby approved, confirmed and ratified.”
2.	“THAT
	(a) the memorandum of	understanding (the “Memorandum”) entered			into between
	Jinke Property and the Company (a copy of			which is tabled at the meeting and
	marked “C” and initialed by the chairman			of the meeting for	identification
	purpose) and the transactions contemplate thereunder, be and are hereby approved,
	confirmed and ratified; and
	(b) any one or more of the directors of the Company be and is/are hereby authorized
	to do all such acts and things and execute all such documents (in case of execution
	of documents under seal, to do so by any two directors of the Company or any
	director of the Company		together with the secretary of the Company) and to take
	such steps which he/she/they may consider necessary, desirable or				expedient for
	the purpose of, or in	connection with, the implementation of and giving effect to
	the Memorandum and the transactions contemplated thereunder.”

Date

Signature [(Note][6)]

Notes:

1. Please delete as appropriate and insert the number of shares of the Company registered in your name(s) to which this proxy form relates. If a number is inserted, this proxy form will be deemed to relate only to those shares. If no number is inserted, this proxy form will be deemed to relate to all the shares of the Company registered in your name(s). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.

2. Full name(s) and address(es) to be inserted in BLOCK CAPITALS . The names of all joint registered shareholders should be stated.

3. Please insert the number of shares registered in your name(s) and delete as appropriate.

4. If any proxy other than the chairman of the EGM is preferred, please strike out the words “the chairman of the meeting” and insert the name and address of the proxy desired in the space provided. Any shareholder of the Company entitled to attend and vote at the EGM is entitled to appoint a proxy or more than one proxy(ies) to attend the EGM and vote on his/her behalf. A proxy need not be a shareholder of the Company. Every shareholder present in person or by proxy shall be entitled to one vote for each share held by him/her.

5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE PUT A TICK (“ ✔ ”) IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE PUT A TICK (“ ✔ ”) IN THE BOX MARKED “AGAINST”. IF YOU WISH TO VOTE ABSTENTION ON A RESOLUTION, PLEASE PUT A TICK (“ ✔ ”) IN THE BOX MARKED “ABSTAIN”. If no direction is given, your proxy may either vote or abstain at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the EGM other than those referred to in the notice convening the EGM.

6. This proxy form must be signed by you or your attorney duly authorised in writing, or in the case of a corporation, must be either under its common seal or under the hand of a director or attorney duly authorised to sign the same. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

7. Any abstention vote or waiver of voting shall be deemed as “abstain”. Blank, wrong, illegible or uncast votes shall be deemed as the voters’ waiver of their voting rights, and the voting results representing the shares held by such voters shall be counted as “abstain”. The abstention vote shall be regarded as valid votes when the Company counts the votes in respect of the relevant matter.

8. In case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members of the Company.

9. To be valid, this proxy form together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof, must be deposited at (i) the Company’s headquarters in the People’s Republic of China (“ PRC ”) at Building A4, East Zone, Jinke Shiniancheng, No. 480, Panxi Road, Shimahe Street, Jiangbei District, Chongqing, PRC (for holders of domestic shares of the Company) or (ii) the Company’s H share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong (for holders of H shares of the Company) not less than 24 hours before the time appointed for the EGM.

10. Completion and return of the proxy form will not preclude you from attending and voting at the EGM or any adjourned meeting thereof (as the case may be) if you so wish. If you attend and vote at the EGM in person, the authority of your proxy will be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

proxies)Your supplyand ofyouryourvotingand instructionsyour proxy’sfor(ortheproxies’)meetingname(s)of the Companyand address(es)(the “ Purposes is on a voluntary”). We maybasistransferfor theyourpurposeand yourof processingproxy’s (oryourproxies’)requestname(s)for theandappointmentaddress(es)oftoa ourproxyagent,(or contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy’s (or proxies’) name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Tricor Investor Services Limited at the above address.