Luen Thai Holdings Limited — Proxy Solicitation & Information Statement 2018

Jan 17, 2018

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.

LUEN THAI HOLDINGS LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 311)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting of Luen Thai Holdings Limited (the ‘‘Company’’) will be held at the Boardroom, 5th Floor, Nanyang Plaza, 57 Hung To Road, Kwun Tong, Kowloon, Hong Kong on Friday, 2 February 2018 at 3: 00 p.m. for the shareholder of the Company to consider, and if thought fit, pass the following resolutions as ordinary resolutions of the Company. Capitalised terms used in this notice shall have the meanings as defined in the circular of the Company dated 17 January 2018, unless otherwise specified.

ORDINARY RESOLUTIONS

‘‘THAT:

• (1) the New Master Agreement (as defined and described in the circular of the Company dated 17 January 2018) and the transactions contemplated thereunder be and are approved, confirmed and ratified;

• (2) the execution and delivery of the New Master Agreement and all documents in connection therewith for and on behalf of the Company be and are approved, confirmed and ratified;

• (3) the proposed annual caps in respect of the New Master Agreement for each of the years ending 31 December 2018, 2019 and 2020 as set out in the Circular be and are approved, confirmed and ratified; and

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• (4) any one or more directors of the Company be and are authorised to take all steps necessary or expedient in his/their opinion to implement and/or to give effect of the New Master Agreement and the transactions thereunder.’’

Yours faithfully, By Order of the Board Luen Thai Holdings Limited Chiu Chi Cheung Company Secretary

Hong Kong, 17 January 2018

Registered Office: Head Office and Principal Place of Cricket Square Business in Hong Kong: Hutchins Drive, P.O. Box 2681 Rooms 1001–1005, 10/F, Grand Cayman Nanyang Plaza, KY1-1111 Cayman Islands 57 Hung To Road Kwun Tong, Kowloon Hong Kong

Notes:

1. Any member entitled to attend and vote at a meeting of the Company shall be entitled to appoint another person as his proxy to attend and vote instead of him. A member who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf at a general meeting of the Company or at a class meeting. A proxy need not be a member. A proxy shall be entitled to exercise the same powers on behalf of a member who is an individual and for whom he acts as proxy as such member could exercise. In addition, a proxy shall be entitled to exercise the same powers on behalf of a member which is a corporation and for which he acts as proxy as such member could exercise if it were an individual member.

2. 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 or attorney duly authorised.

3. The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority shall be deposited at the branch share registrar of the Company, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong not less than 48 hours before the time for holding the meeting or adjourned meeting or poll (as the case may be) at which the person named in the instrument proposes to vote and in default the instrument of proxy shall not be treated as valid. Delivery of an instrument appointing a proxy shall not preclude a member from attending and voting in person at the meeting or poll concerned.

4. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy or by representative, 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. Several executors or administrators of a deceased member in whose name any share stands shall for such purpose be deemed joint holders thereof.

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1. If Typhoon Signal No. 8 or above, or a ‘‘black’’ rainstorm warning is in effect any time after 7: 00 a.m. on the date of the EGM, the meeting will be postponed. The Company will post an announcement on the websites of the Company at www.luenthai.com and the Stock Exchange at www.hkexnews.hk to notify Shareholders of the date, time and place of the rescheduled meeting.

2. A form of proxy for use at the EGM is enclosed herewith.

As at the date of this announcement, the Board comprised five executive Directors, namely, Mr. Shen Yaoqing (Chairman), Dr. Tan Siu Lin (Honorary Life Chairman), Mr. Tan Cho Lung, Raymond (Chief Executive Officer), Mr. Qu Zhiming and Ms. Mok Siu Wan, one non-executive Director, namely Mr. Huang Jue and three independent non-executive Directors, namely, Mr. Chan Henry, Mr. Cheung Siu Kee and Mr. Seing Nea Yie.

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