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Li Ning Company Limited Proxy Solicitation & Information Statement 2014

May 29, 2014

50530_rns_2014-05-29_02f6db4b-cbb1-41d5-a31d-1f0bcf5c44ad.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 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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CHINLINK INTERNATIONAL HOLDINGS LIMITED 普匯中金國際控股有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 997)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting (the “ Meeting ”) of Chinlink International Holdings Limited (the “ Company ”) will be held at 7/F, Two Exchange Square, 8 Connaught Place Central, Hong Kong on Monday, 23 June 2014 at 2:30 p.m. for the purpose of considering and, if thought fit, passing the following resolutions, with or without amendments, as resolutions of the Company. Capitalized terms used herein without definition shall have the same meanings as in the circular issued by the Company on 30 May 2014 (the “ Circular ”), unless the context otherwise requires.:

ORDINARY RESOLUTIONS

  1. THAT the Subscription (as defined in the Circular) in relation to 350,000,000 new ordinary shares of the Company at a price of HK$0.55 per share by Wealth Keeper International Limited under the Subscription Agreement (as defined in the Circular), a copy of the Subscription Agreement has been produced to the meeting marked “A” and signed by the chairman of the meeting for the purpose of identification, be and is hereby approved; the execution of the Subscription Agreement and any
  • For identification purpose only

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other agreements, documents and actions taken or to be taken in connection with the Subscription (including the allotment and issue by the Company of the Subscription Shares) (as defined in the Circular) by any director of the Company (the “ Director ”), notwithstanding any interest he/she may have in any matters in connection with the Subscription, be and are hereby approved, confirmed and ratified; and any Director be and is hereby authorised to do all acts and things and execute any agreements, deeds, instruments and any other documents, under hand or under seal, or make such arrangement as he/she may determine to be appropriate, necessary or desirable to give effect to or in connection with the Subscription and the allotment and issue of the Subscription Shares and, subject to and in accordance with the applicable law and regulations, to approve and make such immaterial variation, amendment, supplement or waiver of immaterial matters relating to the Subscription in the interests of the Company and its shareholders as a whole.”

  1. THAT Dr. Ho Chung Tai, Raymond be and is hereby re-elected as an independent nonexecutive Director of the Company.”

By Order of the Board Chinlink International Holdings Limited Mr. Li Weibin Chairman

Hong Kong, 30 May 2014

Registered office: Principal place of business Clarendon House in Hong Kong: 2 Church Street 7/F, Two Exchange Square Hamilton HM 11 8 Connaught Place Bermuda Central, Hong Kong

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Notes:

  • (1) A form of proxy for use at the Meeting has been dispatched to the Shareholders together with a copy of this notice.

  • (2) A member of the Company entitled to attend and vote at the Meeting convened by the above notice is entitled to appoint one or more proxies to attend the Meeting and vote on his behalf. A proxy need not be a member of the Company but must attend the Meeting in person to represent the member of the Company.

  • (3) The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing, or if the appointor is a corporation, either under seal or under the hand of an officer, attorney or other person authorized to sign the same.

  • (4) In order to be valid, the instrument appointing a proxy and (if required by the Board) the power of attorney or other authority (if any) under which it is signed, or a certified copy of such power or authority, must be deposited with the Company’s Hong Kong branch share registrar, Tricor Standard Limited at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong, in accordance with the instructions printed thereon not less than 48 hours before the time appointed for holding the Meeting or adjourned Meeting at which the person named in the instrument proposes to vote.

  • (5) Delivery of an instrument appointing a proxy shall not preclude a member from attending and voting in person at the Meeting convened and in such event, the instrument appointing a proxy shall be deemed to be revoked.

  • (6) In the case of joint holders of a share, any one of such joint holders 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 are present at the Meeting the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders, and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

  • (7) Any voting at the Meeting shall be taken by poll.

As at the date of this announcement, the Board comprises four executive Directors, namely Mr. Li Weibin, Mr. Siu Wai Yip, Ms. Lam Suk Ling, Shirley and Mr. Lau Chi Kit; a non-executive Director, namely Ms. Fung Sau Mui; and three independent non-executive Directors, namely Dr. Ho Chung Tai, Raymond, Ms. Lai Ka Fung, May and Ms. Chan Sim Ling, Irene.

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