Karrie International Holdings Limited — Proxy Solicitation & Information Statement 2016

Sep 13, 2016

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, makes 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.

Karrie International Holdings Limited 嘉利國際控股有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 1050)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting (the “ SGM ”) of the shareholders of Karrie International Holdings Limited (the “ Company ”) will be held at 9th Floor, Southeast Industrial Building, 611-619 Castle Peak Road, Tsuen Wan, New Territories, Hong Kong on 7 October 2016 at 10:00 a.m. for the purpose of considering and, if thought fit, passing, with or without amendments, the following ordinary resolution:

ORDINARY RESOLUTION

“ THAT

• (a) the cooperation agreement dated 1 August 2016 (the “ New Cooperation Agreement ”), a copy of which has been produced to this meeting marked “A” and initialled by the chairman of the meeting for the purpose of identification) entered into amongst Massive Era Limited (the “ Party A ”), a wholly owned subsidiary of the Company, Kar Info International Property Limited (the “ Party B ”), a company wholly owned by Mr. Ho Cheuk Fai, a controlling shareholder and executive director of the Company, 東莞市嘉訊通電腦產品有限公司 (Dongguan City Jia Xun Tong Computer Products Limited#) (the “ Project Company ”) and Mr. Ho Cheuk Fai, as guarantor, in relation to their cooperation in developing an area of land owned by the Project Company into a residential property project, pursuant to which Party A will make an investment in the amount of HK$140,000,000, be and is hereby approved, confirmed and ratified;

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• (b) any one of the Directors be and is hereby authorised to execute all such other documents, instruments under hand (and, where required, under the common seal of the Company) and to do such acts and things or take such steps as he/she may consider necessary, appropriate, desirable or expedient to implement or give effect to the New Cooperation Agreement and all transaction contemplated thereunder and all other matters incidental thereto or in connection therewith.”

By Order of the Board Karrie International Holdings Limited Ho Cheuk Fai Chairman

Hong Kong, 14 September 2016

Notes:

1. Any member of the Company entitled to attend and vote at the above meeting is entitled to appoint a proxy to attend and vote instead of him. A member who is holding two or more shares of the Company is entitled to appoint more than one proxy to attend and vote in his stead. A proxy need not be a member of the Company. A form of proxy for use at the above meeting is enclosed herewith. The under the hand of the appointor or of his/ her attorney duly authorised in writing or, if the appointor is a corporation, either under its seal or under the hand of any officer, attorney or other person duly authorised to sign the same.

2. To be valid, form of proxy, together with the power of attorney or other authority, if any, under which it is signed, or a certified copy of that power or authority must be deposited at the office of the Company’s branch share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong as soon as possible but not less than 48 hours before the time appointed for the holding of the meeting or any adjourned meeting. Completion and return of the form of proxy will not preclude any member from attending and voting at the SGM (or any adjournment thereof) in person.

3. Where there are joint holders of any share any one of such joint holder may vote, either in person or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders be present at any meeting, the vote of the person whose name stands first in the Register of Members of the Company in respect of such share, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders.

4. The register of members of the Company will be closed from 4 October 2016 to 7 October 2016 (both dates inclusive) during which period no transfer of shares will be registered. In order to qualify for attending and voting at the SGM, all properly completed transfer forms accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited, Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not later than 4:30 p.m. on 3 October 2016.

As at the date of this announcement, the executive Directors are Mr. Ho Cheuk Fai, Ms. Chan Ming Mui, Silvia, Mr. Zhao Kai and Mr. Chan Raymond; the non-executive Directors are Mr. Ho Cheuk Ming and Mr. Ho Kai Man; the independent non-executive Directors are Mr. So Wai Chun, Mr. Fong Hoi Shing and Mr. Yam Chung Shing.

• For identification purpose only

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