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Jinke Smart Services Group Co., Ltd. Proxy Solicitation & Information Statement 2025

Dec 9, 2025

51128_rns_2025-12-08_be44f6b8-eac5-43ac-ae8a-c27875093c3d.pdf

Proxy Solicitation & Information Statement

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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.

JINKE金科服务

关爱无处不在

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)

NOTICE OF THE 2025 FIRST EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the first extraordinary general meeting of Jinke Smart Services Group Co., Ltd. (the "Company") for the year 2025 (the "EGM") will be held at Building A4, East Zone, Jinke Shiniancheng, No. 480, Panxi Road, Shimahe Street, Jiangbei District, Chongqing, the PRC, on Wednesday, 24 December 2025 at 9:00 a.m. for the purposes of considering and, if thought fit, with or without amendments, the following resolutions. Unless the context otherwise requires, capitalised terms used herein shall have the same meanings as those defined in the revised composite document dated 9 December 2025 (the "Revised Composite Document") jointly issued by the Company and Broad Gongga Investment Pte. Ltd. (the "Offeror").

SPECIAL RESOLUTIONS

"THAT:

(a) subject to (i) the passing of this same resolution by the Independent Shareholders at the EGM, as approved by way of poll by at least 75% of the votes attaching to the Disinterested Shares that are cast either in person or by proxy and with the number of votes cast against the resolution being not more than 10% of the votes attaching to all Disinterested Shares as at the Record Date, and (ii) minimum valid acceptances of the Offer (together with purchases made by the Offeror and persons acting in concert with it from the date of the Initial Announcement) amounting to not less than 90% of all Disinterested Shares as at the date of the Initial Announcement, the voluntary withdrawal of the listing of the Shares from the Stock Exchange, be and is hereby approved; and

(b) any director of the Company be and is hereby authorised to take such other action and execute such documents or deeds as he or she may consider necessary or desirable for the purpose of implementing the voluntary withdrawal as referred to in paragraph (a) above."

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ORDINARY RESOLUTION

“THAT:

to appoint SHINEWING (HK) CPA Limited as the auditor of the Company and to hold office until the conclusion of the next annual general meeting of the Company, and to authorise the board of directors of the Company to fix its remuneration.”

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

Chongqing, 9 December 2025

Notes:

  1. All resolutions at the EGM will be taken by poll pursuant to the Listing Rules. The results of the poll will be published on the websites of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the Company (www.jinkeservice.com) in accordance with the Listing Rules.

  2. All shareholders of the Company are eligible for attending the EGM. Any shareholder of the Company entitled to attend and vote at the EGM convened by the above notice is entitled to appoint a proxy or more than one proxy to attend the EGM and vote instead of him/her. A proxy need not be a shareholder of the Company. If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified in the relevant proxy form. Every shareholder of the Company present in person or by proxy shall be entitled to one vote for each share held by him/her.

  3. In order to be valid, the proxy form together with the power of attorney or other authority (if any) under which it is signed, or a notarial certified copy thereof, must be completed and returned to, the Company’s share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 24 hours before the time appointed for the EGM or any adjournment thereof (as the case may be). Completion and return of the proxy form will not preclude a shareholder of the Company from attending and voting at the EGM or any adjourned meeting thereof should he/she so wish.

  4. For determining the entitlement to attend and vote at the EGM, the register of members of the Company will be closed from Tuesday, 2 December 2025 to Wednesday, 24 December 2025 (both dates inclusive), during which period no transfer of shares will be registered. In order to qualify for attending and voting at the EGM, holders of shares of the Company whose transfer documents have not been registered are required to submit the share certificates together with the properly completed share transfer forms to the Company’s share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong no later than 4:30 p.m. on Monday, 1 December 2025.

  5. The instrument appointing the proxy must be in writing and signed by the appointor or his/her attorney duly authorised in writing, or if the appointer is a legal person, either under a legal person’s seal or signed by its director or an attorney duly authorised in writing.

  6. The EGM (or any adjournment thereof) is expected to take no more than half a day. Shareholders of the Company or their proxies attending the EGM (or any adjournment thereof) shall bear their own travelling and accommodation expenses.

As at the date of this notice, the Board comprises Mr. Xia Shaofei as executive Director, Mr. Wu Xiaoli, Ms. Lin Ke and Mr. Qi Shihao as non-executive Directors, and Ms. Xiao Huilin, Ms. Yuan Lin and Mr. Tung Woon Cheung Eric as independent non-executive Directors.

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