Luzhou Xinglu Water (Group) Co., Ltd. — Proxy Solicitation & Information Statement 2018

Oct 19, 2018

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult a stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Luzhou Xinglu Water (Group) Co., Ltd.* , you should at once hand this circular, together with the accompanying form of proxy and reply slip to the purchaser or the transferee, or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

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

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Luzhou Xinglu Water (Group) Co., Ltd.[*] 瀘州市興瀘水務（集團）股份有限公司

(a joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock code: 2281)

PROPOSED ISSUE OF CORPORATE BONDS AND NOTICE OF 2018 FIRST EXTRAORDINARY GENERAL MEETING

Notice of convening the EGM to be held at the meeting room of 6th Floor, 16 Baizi Road, Jiangyang District, Luzhou, Sichuan Province, the PRC at 10:30 a.m. on Monday, 3 December 2018 is set out on pages 9 to 14 of this circular. Form of proxy for use at the EGM is also enclosed with this circular. If you intend to attend the EGM by proxy, you are required to complete and return the enclosed form(s) of proxy in accordance with the instructions printed thereon to the H share registrar of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (in respect of H Shares), or to the office of the Board located at the Company’s registered office in the PRC at 16 Baizi Road, Jiangyang District, Luzhou, Sichuan Province, the PRC (in respect of Domestic Shares) as soon as possible but in any event by not later than 24 hours before the time appointed for convening the EGM (i.e. not later than 10:30 a.m. on Sunday, 2 December 2018) or any adjournment thereof. Completion and return of the form(s) of proxy shall not preclude you from attending and voting in person at the EGM or any adjourned meeting(s) should you so wish.

19 October 2018

• For identification purposes only

CONTENTS Page DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 NOTICE OF THE EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9

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DEFINITIONS

Unless the context otherwise requires, the following expressions in this circular shall have the meanings set out below:

• “Articles of Association” the articles of association of the Company, as amended from time to time

• “Board” the board of Directors “Chairman” the chairman of the Board “Company” Luzhou Xinglu Water (Group) Co., Ltd.* (瀘州市興瀘水務（集 團）股份有限公司), a joint stock company with limited liability incorporated in the PRC, whose H Shares are listed on the Main Board of the Stock Exchange

• “Corporate Bonds” the corporate bonds with an aggregate principal amount of, or not more than, RMB700 million as proposed under a public issuance by the Company

• “Director(s)” the director(s) of the Company “Domestic Share(s)” the ordinary share(s) in the capital of the Company with a nominal value of RMB1.00 each, which are subscribed for or credited as paid up in RMB by PRC nationals and/or PRC corporate entities

• “EGM” the 2018 first extraordinary general meeting of the Company to be held at the meeting room of 6th Floor, 16 Baizi Road, Jiangyang District, Luzhou, Sichuan Province, the PRC at 10:30 a.m. on Monday, 3 December 2018 or any adjournment thereof

• “H Share(s)” overseas listed foreign invested ordinary share(s) in the capital of the Company with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong dollars and listed on the Stock Exchange

• “Hong Kong” the Hong Kong Special Administrative Region of the PRC “Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange, as amended, supplemented or otherwise modified from time to time

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DEFINITIONS

“PRC” the People’s Republic of China, for the purposes of this circular, excluding Hong Kong, the Macau Special Administrative Region of the PRC and Taiwan “RMB” Renminbi, the lawful currency of the PRC “Share(s)” the Domestic Share(s) and the H Share(s) “Shareholder(s)” the holder(s) of the Shares “Stock Exchange” The Stock Exchange of Hong Kong Limited

• For identification purposes only

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LETTER FROM THE BOARD

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Luzhou Xinglu Water (Group) Co., Ltd.[*] 瀘州市興瀘水務（集團）股份有限公司

(a joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock code: 2281)

Executive Directors: Mr. ZHANG Qi (張歧先生) Mr. LIAO Xingyue (廖星樾先生) Mr. WANG Junhua (王君華先生)

Non-executive Directors: Mr. CHEN Bing (陳兵先生) Ms. XU Yan (徐燕女士) Mr. XIE Xin (謝欣先生)

Registered office: 16 Baizi Road Jiangyang District, Luzhou Sichuan Province PRC

Principal place of business in Hong Kong: 40th Floor, Sunlight Tower No. 248 Queen’s Road East Wanchai, Hong Kong

Independent non-executive Directors: Mr. GU Ming’an (辜明安先生) Mr. LIN Bing (林兵先生) Mr. CHENG Hok Kai, Frederick (鄭學啟先生)

19 October 2018

To the Shareholders,

Dear Sir/Madam,

PROPOSED ISSUE OF CORPORATE BONDS AND NOTICE OF 2018 FIRST EXTRAORDINARY GENERAL MEETING

INTRODUCTION

Reference is made to the Company’s announcement dated 12 October 2018 in relation to the issue of the Corporate Bonds.

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LETTER FROM THE BOARD

The purpose of this circular is to give you notice of the EGM and to provide you with information reasonably necessary to enable you to make an informed decision on whether to vote for or against the resolution to be proposed at the EGM as described below.

At the EGM, special resolutions will be proposed to consider and approve i) the proposed issue of the Corporate Bonds; and ii) the proposal on the authorization to the Board or its authorized persons to deal with the matters relating to the issue of the Corporate Bonds.

PROPOSED ISSUE OF CORPORATE BONDS

The proposed arrangements for the issue of the Corporate Bonds are as follow:

Issuer: Luzhou Xinglu Water (Group) Co., Ltd.* Place of Issue: The PRC Size of Issue: The aggregate principal amount shall be of, or not more than, RMB700 million, in single or multiple tranches upon the approval by the China Securities Regulatory Commission. It was proposed that the Board or its authorized persons shall be granted the authority at the EGM to determine the specific issue size and issue method (including whether to issue in tranches and their respective issue size) of the Corporate Bonds according to the capital needs of the Company and the market conditions at the time of issue within the aforesaid scope.

Nominal Value and Issue Price:

Par value of RMB100 and issue at par.

Maturity and Type: The maturity of the Corporate Bonds shall not exceed 10 years (10 years inclusive) with single or multiple maturity period(s). It was proposed that the Board or its authorized persons shall be granted the authority at the EGM to determine the specific maturity structures of the Corporate Bonds and the offer size for Corporate Bonds with different maturity structures according to the capital needs of the Company and the market conditions at the time of issue.

Coupon Rate and Way of The Corporate Bonds are fixed interest bonds, the coupon rate of which Determination: will be determined through a book-building process. The Company shall, before issue of the Corporate Bonds, negotiate with the lead underwriter to determine whether there will be any coupon rate adjustment option or put-back option.

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LETTER FROM THE BOARD

Repayment of Principal and The Corporate Bonds will bear interest on an annual basis at simple Interest: rate rather than at compound rate. During the term of interest payment, interest will be paid annually and the total principal will be repaid in one lump sum on the maturity date together with the last interest payment. Target Investors and Issue The Corporate Bonds shall be issued publicly to qualified investors Method: holding securities accounts at China Securities Registration and Clearing Co., Ltd, Shanghai Branch. No priority placement will be offered to the existing Shareholders. Guarantee: The Corporate Bonds are not guaranteed. Use of Proceeds: After deducting the issue expenses, approximately RMB300 million out of the proceeds from the issue of the Corporate Bonds shall be used to repay the interest-bearing debts and the balance of the proceeds, if any, shall be used to replenish working capital of the Company. Listing: Upon completion of the issuance, the Company will apply for listing of the Corporate Bonds on the Shanghai Stock Exchange. It was proposed that the Board or its authorized persons shall be granted the authority at the EGM to deal with relevant matters pursuant to relevant regulations of the Shanghai Stock Exchange. Source of Repayment: The Corporate Bonds shall be repaid with revenue generating from the business operation of the Company and/or credit facilities granted by financial institutions, etc.

The special resolutions on issue of the Corporate Bonds shall be effective for a term of 36 months commencing from the date of approval at the EGM.

The proposed issue of the Corporate Bonds is, if approved at the EGM, still subject to necessary approvals from the China Securities Regulatory Commission and/or other relevant regulatory authorities.

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LETTER FROM THE BOARD

AUTHORIZATION TO THE BOARD OR ITS AUTHORIZED PERSONS TO DEAL WITH THE MATTERS RELATING TO THE ISSUE OF THE CORPORATE BONDS

In order to improve the efficiency to issue the Corporate Bonds, the Board has resolved to seek for Shareholders’ approval at the EGM and authorize the Board or its authorized persons to deal with the matters relating to the issue of the Corporate Bonds. The authorization shall include but not limit to the following matters:

• (1) to formulate the specific issue plan and amend and adjust the issue terms of the Corporate Bonds in accordance with the relevant laws and regulations and the condition of the Company and the market, including but not limited to all matters in relation to the proposed issue of the Corporate Bonds such as the specific issue size, coupon rate, timing of the issue and listing place;

• (2) to determine and engage the professional advisers involved in the issue of the Corporate Bonds;

• (3) to select the bond trustee, formulate and execute the bond trustee management agreement and formulate the rules for the bondholders’ meeting;

• (4) to handle matters in relation to the listing of the Corporate Bonds upon completion of the issue of the Corporate Bonds;

• (5) to execute contracts, agreements and documents in relation to the issue of the Corporate Bonds;

• (6) to be responsible for implementing the issue and the listing of the Corporate Bonds, including but not limited to the authorization, signing, execution, modification and completion of all the documents, contracts, agreements and indentures (including the prospectus, underwriting agreement, bond trustee management agreement, other announcements and legal documents) and to make appropriate information disclosure in accordance with the relevant laws, regulations and other regulatory documents;

• (7) save for matters which are subject to approval by the Shareholders at the general meeting in accordance with the requirements of relevant laws, regulations and the Articles of Association, to make corresponding adjustments to matters in relation to the issue of the Corporate Bonds based on the new policies and opinions issued by relevant regulatory authorities or new market conditions in case there is any change to the policies or the market conditions regarding the public issuance of the corporate bonds;

• (8) to determine whether the issue of the Corporate Bonds shall proceed based on actual circumstances in the event that there is any substantial change to the market environment or the policies and regulations;

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LETTER FROM THE BOARD

• (9) to further improve the Company’s assets and liabilities management and the liquidity management, ensuring the source of repayment and its emergency support;

• (10) to formulate the debt repayment guarantee mechanism and the dividend distribution limitation measures;

• (11) to deal with matters relating to the default liabilities of the Company; and

• (12) to determine and deal with any other matters relating to the issue and the listing of the Corporate Bonds.

The above authorization shall be effective from the date of the approval at the EGM till the date of completion of the aforesaid matters.

EXTRAORDINARY GENERAL MEETING

The EGM will be held at 10:30 a.m. on Monday, 3 December 2018 at the meeting room of 6th Floor, 16 Baizi Road, Jiangyang District, Luzhou, Sichuan Province, the PRC. The notice of the EGM is set out on pages 9 to 14 of this circular. The form of proxy and reply slip for the EGM are enclosed herewith.

If you intend to attend the EGM by proxy, you are required to complete and return as soon as possible the enclosed form of proxy in accordance with the instructions printed thereon. The form of proxy for holders of H Shares should be returned to the Company’s H share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, and the form of proxy for holders of Domestic Shares should be returned to the office of the Board located at the Company’s registered office in the PRC at 16 Baizi Road, Jiangyang District, Luzhou, Sichuan Province, the PRC by no later than 24 hours before the time appointed for convening the EGM (i.e. not later than 10:30 a.m. on Sunday, 2 December 2018) or any adjourned meeting thereof. Completion and return of the form of proxy will not preclude you from attending and voting at the EGM, or any adjourned meeting, in person if you so wish.

If you intend to attend the EGM in person, you are required to complete and return the reply slip to the Company’s H share registrar, Computershare Hong Kong Investor Services Limited (for holders of H Shares) or to the office of the Board (for holders of Domestic Shares) on or before Tuesday, 13 November 2018 for the Company to assess whether or not it is necessary to announce the notice of the EGM again. If the number of voting Shares as represented by the reply slips collected by Tuesday, 13 November 2018 reaches no less than one half of the total number of the issued Shares, the Company may hold the EGM as stipulated in the notice of the EGM. If not, the Company shall within five days notify the Shareholders again, by public notice or otherwise required in the Articles of Association, of the matters to be considered as well as the date and place of the EGM. Upon such notification, the Company may hold the EGM.

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LETTER FROM THE BOARD

CLOSURE OF REGISTER OF MEMBERS

In order to determine the entitlement to attend and vote at the EGM, the register of members of the Company will be closed from Saturday, 3 November 2018 to Monday, 3 December 2018 (both days inclusive), during which period no transfer of Shares will be effected. The record date for entitlement to attend and vote at the EGM is Saturday, 3 November 2018. In order to be qualified to attend and vote at the EGM, all transfers accompanied by the relevant share certificates must be lodged with the H share registrar of the Company, namely Computershare Hong Kong Investor Services Limited, at Shops 1712– 1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (in respect of holders of H Shares), or to the Company’s registered office in the PRC at 16 Baizi Road, Jiangyang District, Luzhou, Sichuan Province, the PRC (in respect of holders of Domestic Shares) no later than 4:30 p.m. on Friday, 2 November 2018.

VOTING BY POLL

Pursuant to Rule 13.39(4) of the Listing Rules, the resolutions to be proposed at the EGM as set out in the notice of the EGM set out at the end of this circular must be taken by poll. The chairman of the EGM will therefore demand a poll for every such resolution put to the vote at the EGM. On a poll, every Shareholder present in person or by proxy or (being a corporation) by its duly authorized representative shall have one vote for each Share of the Company registered in his or her name in the register of Shareholders. A Shareholder entitled to more than one vote needs not use all his or her votes or cast all the votes he or she uses in the same way.

RECOMMENDATION

The Board considers that the resolutions set out in the notice of the EGM for the Shareholders’ consideration and approval are in the best interests of the Company and its Shareholders. As such, the Board recommends the Shareholders to vote in favor of the resolutions set out in the notice of the EGM which are to be proposed at the EGM.

By order of the Board

Luzhou Xinglu Water (Group) Co., Ltd.* Zhang Qi Chairman

• For identification purposes only

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NOTICE OF THE EGM

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Luzhou Xinglu Water (Group) Co., Ltd.[*] 瀘州市興瀘水務（集團）股份有限公司

(a joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock code: 2281)

NOTICE OF 2018 FIRST EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2018 first extraordinary general meeting (the “ EGM ”) of Luzhou Xinglu Water (Group) Co., Ltd. (the “ Company ”) will be held at 10:30 a.m. on Monday, 3 December 2018 at the meeting room of 6th Floor, 16 Baizi Road, Jiangyang District, Luzhou, Sichuan Province, the People’s Republic of China (the “ PRC* ”) to consider and, if thought fit, approve the following resolutions:

SPECIAL RESOLUTIONS

1. “ THAT each of the following proposed arrangements in respect of the issuance of corporate bonds (the “ Corporate Bonds ”) in the PRC be and is hereby separately approved, subject to the conditions of the PRC bond market:

2. (1) Issuer: Luzhou Xinglu Water (Group) Co., Ltd.*

3. (2) Place of Issue: The PRC

4. (3) Size of Issue:

The aggregate principal amount shall be of, or not more than, RMB700 million, in single or multiple tranches upon the approval by the China Securities Regulatory Commission. The specific issue size and issue method (including whether to issue in tranches and their respective issue size) of the Corporate Bonds shall be determined by the Board or its authorized persons, subject to the approval at the EGM, according to the capital needs of the Company and the market conditions at the time of issue within the aforesaid scope.

• (4) Nominal Value and Par value of RMB100 and issue at par. Issue Price:

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NOTICE OF THE EGM

• (5) Maturity and Type:

• The maturity of the Corporate Bonds shall not exceed 10 years (10 years inclusive) with single or multiple maturity period(s). The specific maturity structures of the Corporate Bonds and the offer size for Corporate Bonds with different maturity structures shall be determined by the Board or its authorized persons, subject to the approval at the EGM, according to the capital needs of the Company and the market conditions at the time of issue.

• (6) Coupon Rate and Way of Determination:

• The Corporate Bonds are fixed interest bonds, the coupon rate of which will be determined through a book-building process. The Company shall, before issue of the Corporate Bonds, negotiate with the lead underwriter to determine whether there will be any coupon rate adjustment option or put-back option.

• (7) Repayment of Principal The Corporate Bonds will bear interest on an annual basis at and Interest: simple rate rather than at compound rate. During the term of interest payment, interest will be paid annually and the total principal will be repaid in one lump sum on the maturity date together with the last interest payment.

• (8) Target Investors and The Corporate Bonds shall be issued publicly to qualified investors Issue Method: holding securities accounts at China Securities Registration and Clearing Co., Ltd, Shanghai Branch. No priority placement will be offered to the existing Shareholders.

• (9) Guarantee: The Corporate Bonds are not guaranteed.

• (10) Use of Proceeds:

• After deducting the issue expenses, approximately RMB300 million out of the proceeds from the issue of the Corporate Bonds shall be used to repay the interest-bearing debts and the balance of the proceeds, if any, shall be used to replenish working capital of the Company.

• (11) Listing: Upon completion of the issuance, the Company will apply for listing of the Corporate Bonds on the Shanghai Stock Exchange. The Board or its authorized persons, subject to the approval of the EGM, are authorized to deal with relevant matters pursuant to relevant regulations of the Shanghai Stock Exchange.

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NOTICE OF THE EGM

• (12) Source of Repayment:

  • The Corporate Bonds shall be repaid with revenue generating from the business operation of the Company and/or credit facilities granted by financial institutions, etc.

• “ THAT the board of directors of the Company or its authorized persons be and are hereby authorized to handle all matters relating to the Corporate Bonds under this issue, which includes but not limited to the following:

• (1) to formulate the specific issue plan and amend and adjust the issue terms of the Corporate Bonds in accordance with the relevant laws and regulations and the condition of the Company and the market, including but not limited to all matters in relation to the proposed issue of the Corporate Bonds such as the specific issue size, coupon rate, timing of the issue and listing place;

• (2) to determine and engage the professional advisers involved in the issue of the Corporate Bonds;

• (3) to select the bond trustee, formulate and execute the bond trustee management agreement and formulate the rules for the bondholders’ meeting;

• (4) to handle matters in relation to the listing of the Corporate Bonds upon completion of the issue of the Corporate Bonds;

• (5) to execute contracts, agreements and documents in relation to the issue of the Corporate Bonds;

• (6) to be responsible for implementing the issue and the listing of the Corporate Bonds, including but not limited to the authorization, signing, execution, modification and completion of all the documents, contracts, agreements and indentures (including the prospectus, underwriting agreement, bond trustee management agreement, other announcements and legal documents) and to make appropriate information disclosure in accordance with the relevant laws, regulations and other regulatory documents;

• (7) save for matters which are subject to approval by the Shareholders at the general meeting in accordance with the requirements of relevant laws, regulations and the Articles of Association, to make corresponding adjustments to matters in relation to the issue of the Corporate Bonds based on the new policies and opinions issued by relevant regulatory authorities or new market conditions in case there is any change to the policies or the market conditions regarding the public issuance of the corporate bonds;

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NOTICE OF THE EGM

• (8) to determine whether the issue of the Corporate Bonds shall proceed based on actual circumstances in the event that there is any substantial change to the market environment or the policies and regulations;

• (9) to further improve the Company’s assets and liabilities management and the liquidity management, ensuring the source of repayment and its emergency support;

• (10) to formulate the debt repayment guarantee mechanism and the dividend distribution limitation measures;

• (11) to deal with matters relating to the default liabilities of the Company; and

• (12) to determine and deal with any other matters relating to the issue and the listing of the Corporate Bonds.

By order of the Board Luzhou Xinglu Water (Group) Co., Ltd.* Zhang Qi Chairman

Luzhou, the PRC 19 October 2018

• For identification purposes only

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NOTICE OF THE EGM

Notes:

1. Pursuant to the Rules Governing the Listing of Securities (the “ Listing Rules ”) on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”), voting on all resolutions at a general meeting shall be by way of poll. The poll results of the EGM will be published on the websites of the Stock Exchange and the Company in accordance with the requirements of the Listing Rules.

2. For the purpose of ascertaining eligibility to attend and vote at the EGM, the register of members of the Company will be closed from Saturday, 3 November 2018 to Monday, 3 December 2018 (both dates inclusive) during which period registration for transfer of shares of the Company (the “ Shares ”) will be suspended. Holders of H Shares who intend to attend and vote at the EGM shall deliver all transfer documents together with the relevant share certificates to the Company’s H share registrar, Computershare Hong Kong Investor Services Limited, at or before 4:30 p.m. on Friday, 2 November 2018.

3. Any shareholder of the Company (the “ Shareholder ”) who is entitled to attend and vote at the EGM may appoint one or more proxies to attend and vote on his/her behalf. A proxy needs not be a Shareholder. If the Shareholder appoints more than one proxy, his/her proxies may only vote by poll.

4. The instrument appointing a proxy shall be in writing under the hand of the appointor or his/her attorney duly authorized in writing. If the Shareholder is a legal entity, then the relevant appointing document must be either under seal or under the hand of its director or attorney duly authorized. If the instrument appointing a proxy is signed by a person duly authorized by the Shareholder, the powers of attorney or other instruments of authorization shall be notarized.

5. The form of proxy together with the power of attorney or other authorization documents, if any, must be delivered to the office of the board of directors of the Company (the “ Board ”) located at the registered office of the Company in the PRC (for holders of domestic Shares) or the Company’s H share registrar, Computershare Hong Kong Investor Services Limited (for holders of H Shares) not later than 24 hours before the time appointed for convening the EGM (i.e. not later than 10:30 a.m. on Sunday, 2 December 2018) or any adjourned meeting thereof (as the case may be) in order to be effective.

6. Any Shareholder who wishes to attend the EGM in person or by proxy is required to complete and return the reply slip to the office of the Board located at the registered office of the Company in the PRC (for holders of domestic Shares) or to the Company’s H share registrar, Computershare Hong Kong Investor Services Limited (for holders of H Shares), by hand or by post, on or before Tuesday, 13 November 2018.

7. The H share registrar of the Company in Hong Kong is Computershare Hong Kong Investor Services Limited and its address and contact information are as follows:

Shops 1712–1716, 17th Floor Hopewell Centre 183 Queen’s Road East Wanchai, Hong Kong

Tel: (+852) 2862 8686 Fax: (+852) 3186 2419

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NOTICE OF THE EGM

1. The address and contact information of the office of the Board located at the registered office of the Company in the PRC are as follows:

16 Baizi Road, Jiangyang District, Luzhou Sichuan Province PRC

Contact person: Zhang Hailiang (張海良) Tel: +86 (830) 319 4768 Fax: +86 (830) 258 0239

1. Pursuant to the articles of association of the Company, for joint registered Shareholders consisting of two or more persons, only the Shareholder whose name appears first on the register of members of the Company is entitled to receive this notice, attend the EGM and exercise the entire voting rights conferred by the relevant Shares, and this notice shall be deemed to have served all such joint registered Shareholders.

2. The EGM is expected to last for no more than half a day. Shareholders who attend the EGM in person or their proxies shall be responsible for their own travelling and accommodation expenses. Shareholders or their proxies who attend the EGM must produce their identity documents for identification.

As at the date of this notice, the Board comprises of (i) three executive directors, namely Mr. Zhang Qi, Mr. Liao Xingyue and Mr. Wang Junhua; (ii) three non-executive directors, namely Mr. Chen Bing, Ms. Xu Yan and Mr. Xie Xin; and (iii) three independent non-executive directors, namely Mr. Gu Ming’an, Mr. Lin Bing and Mr. Cheng Hok Kai, Frederick.

• For identification purposes only

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