Leeport (Holdings) Limited — Proxy Solicitation & Information Statement 2024

Jun 3, 2024

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.

==> picture [254 x 72] intentionally omitted <==

(incorporated in Bermuda with limited liability)

(Stock Code: 387)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting (the “ SGM ”) of Leeport (Holdings) Limited (the “ Company ”) will be held on Wednesday, 26 June 2024 at 4:30 p.m. (or immediately after conclusion of the annual general meeting of the Company to be held on the same date or any adjournment thereof) at 1st Floor, Block 1, Golden Dragon Industrial Centre, 152-160 Tai Lin Pai Road, Kwai Chung, New Territories, Hong Kong for the purpose of considering and, if thought fit, passing with or without amendments the following resolution as an ordinary resolution of the Company:

ORDINARY RESOLUTION

“ THAT :

• (a) the entering into of the Sale and Purchase Agreement (as defined and described in the circular of the Company dated 3 June 2024 (the “ Circular ”)), a copy of which is tabled at the SGM and marked “A” and signed by the chairman of the SGM for identification purpose, and all the transactions contemplated thereunder and the implementation thereof be and are hereby approved, ratified and confirmed; and

• (b) any one of the directors of the Company (“ Director(s) ”) be and is hereby authorised to do all such acts and things, to sign, execute and seal (where required) any such documents, instruments or agreements for and on behalf of the Company as may be deemed by such Director in his absolute discretion to be incidental to, ancillary to or in connection with the Sale and Purchase Agreement and all transactions contemplated thereunder; and

• For identification purposes only

– 1 –

• (c) subject to the completion of the Disposal (as defined and described in the Circular) having taken place, a special cash dividend of HK$0.1 per ordinary share of the Company be declared and paid by the Company (the “ Special Dividend ”) to the shareholders of the Company (the “ Shareholders ”) whose names appear on the register of members of the Company on the record date at the close of business on Friday, 5 July 2024, and any one of the Directors be and is hereby authorised to take such action, do such things and execute such further documents as he may at his absolute discretion consider necessary or desirable for the purpose of or in connection with the implementation of the payment of the Special Dividend.”

By Order of the Board Leeport (Holdings) Limited Lee Sou Leung, Joseph Chairman

Hong Kong, 3 June 2024

Notes:

• (1) A member of the Company entitled to attend and vote at the SGM is entitled to appoint one proxy or (if holding two or more shares) more proxies to attend and vote in his stead. A proxy need not be a member of the Company.

• (2) To be valid, the form of proxy together with any power of attorney or other authority under which it is signed or a certified copy of that power of attorney or authority must be deposited with the Hong Kong branch share registrar and transfer office of the Company, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not later than 48 hours before the time fixed for holding the SGM or any adjournment thereof.

• (3) Completion and return of the form of proxy will not preclude members from attending and voting at the SGM, and in such event, the form of proxy shall be deemed to be revoked.

• (4) The register of members of the Company will be closed during the following periods:

  • (i) from 21 June 2024 (Friday) to 26 June 2024 (Wednesday), both days inclusive, for the purpose of ascertaining shareholders’ entitlement to attend and vote at the SGM. In order to be eligible to attend and vote at the SGM, all transfer documents accompanied by the relevant share certificates must be lodged for registration with the Company’s share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong for registration no later than 4:30 p.m. on 20 June 2024 (Thursday); and

– 2 –

• (ii) from 3 July 2024 (Wednesday) to 5 July 2024 (Friday), both days inclusive, for the purpose of ascertaining shareholders’ entitlement to the proposed Special Dividend. In order to establish entitlements to the Special Dividend, all transfer documents accompanied by the relevant share certificates must be lodged for registration with the Company’s share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong for registration no later than 4:30 p.m. on 2 July 2024 (Tuesday).

During the periods mentioned in sub-paragraphs (i) and (ii) above, no transfers of shares will be registered.

• (5) Voting on the resolution set out in this notice will be taken by poll.

• (6) The Chinese translation of this notice (including the contents of the resolution set out in this notice) is for reference only. In case of inconsistency, the English version shall prevail.

As at the date of this notice, the executive Directors are Mr. LEE Sou Leung, Joseph, Mr. CHAN Ching Huen, Stanley and Mr. POON Yiu Ming and the independent non-executive Directors are Mr. ZAVATTI Salvatore, Mr. WONG Tat Cheong, Frederick and Mr. KRACHT Jurgen Ernst Max.

– 3 –