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Ling Yue Services Group Limited Proxy Solicitation & Information Statement 2023

Nov 14, 2023

50414_rns_2023-11-14_4baf6775-c250-415a-a0ac-bdc8639ab5f3.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.

Ling Yue Services Group Limited 領 悅 服 務 集 團 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2165)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the an extraordinary general meeting (the “ EGM ”) of Ling Yue Services Group Limited (the “ Company ”) will be held at 46/F, Tower A, Leading International Finance Center, No. 151, 2nd Tianfu Street, Gaoxin District, Chengdu, Sichuan Province, PRC on Tuesday, 5 December 2023 at 10:00 a.m. for the purpose of considering and, if thought fit, passing the following resolutions as an ordinary resolutions of the Company:

  1. THAT

    • (a) the 2023 Leading Holdings Group Property Management Services Framework Agreement (as defined in the circular of the Company dated 15 November 2023 (the “ Circular ”)) and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;

    • (b) the proposed annual caps for the three years ending 31 December 2025 for the transactions contemplated under the 2023 Leading Holdings Group Property Management Services Framework Agreement be and are hereby approved, confirmed and ratified; and

    • (c) the Leading Holdings Group Early Transactions (as defined in the Circular) be and are hereby approved, confirmed and ratified.”

  2. THAT

    • (a) the 2023 Mr. Liu Property Management Services Framework Agreement (as defined in the Circular) and the transactions contemplated thereunder be and are hereby approved, confirmed and ratified;

    • (b) the proposed annual caps for the three years ending 31 December 2025 for the transactions contemplated under the 2023 Mr. Liu Property Management Services Framework Agreement be and are hereby approved, confirmed and ratified; and

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  • (c) the Mr. Liu Early Transactions (as defined in the Circular) be and are hereby approved, confirmed and ratified.”

By order of the board of directors Ling Yue Services Group Limited Liu Yuhui

Chairman

Hong Kong, 15 November 2023

Notes:

  • (1) A member entitled to attend and vote at the above meeting may appoint one or, if he holds two or more shares, more proxies to attend and vote instead of him. A proxy need not be a member of the Company. On a poll, votes may be given either personally or by proxy.

  • (2) 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 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.

  • (3) In order to be valid, a form of proxy together with the power of attorney (if any) or other authority (if any) under which it is signed or a certified copy thereof shall be deposited at the Company’s Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the meeting or any adjournment thereof. The proxy form will be published on the website of the Stock Exchange.

  • (4) The register of members of the Company will be closed from Thursday, 30 November 2023 to Tuesday, 5 December 2023 (both days inclusive) during which period no transfer of shares will be registered. In order to qualify for the entitlement to attend and vote at the EGM, all transfers accompanied by the relevant share certificates must be lodged with the Company’s Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712−1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration not later than 4:30 p.m. on Wednesday, 29 November 2023.

  • (5) The completion of a form of proxy will not preclude you from attending and voting at the EGM in person should you so wish. If you attend and vote at the EGM, the authority of your proxy will be revoked.

As at the date of this notice, the Board comprises Mr. Liu Yuhui and Ms. Luo Hongping as executive Directors; Ms. Wang Tao and Ms. Hou Sanli as non-executive Directors; Ms. Luo Ying, Ms. Zhang Qian and Ms. Zou Dan as independent non-executive Directors.

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