Prosper Construction Holdings Limited — Proxy Solicitation & Information Statement 2021

Jun 30, 2021

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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瑞 港 建 設 控 股 有 限 公 司 PROSPER CONSTRUCTION HOLDINGS LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 6816)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the ‘‘EGM’’) of Prosper Construction Holdings Limited (the ‘‘Company’’) will be held at Unit Nos. 04–05 on 5th Floor, K. Wah Centre, 191 Java Road, North Point, Hong Kong on Tuesday, 20 July 2021 at 10:00 a.m., for the purposes of considering and, if thought fit, passing the following resolution with or without amendments as an ordinary resolution of the Company:

ORDINARY RESOLUTION

1. To consider and if thought fit, to pass the following resolution as an ordinary resolution:

‘‘THAT

• (a) the Supplemental Construction Services Framework Agreement (as defined in the circular of the Company dated 30 June 2021, a copy of the Supplemental Construction Services Framework Agreement has been produced to this meeting marked ‘‘A’’ and signed by the chairman of this meeting for the purpose of identification) and the transactions contemplated thereunder be and are hereby confirmed and approved;

• (b) the annual caps in relation to the Supplemental Construction Services Framework Agreement as stated in the circular of the Company dated 30 June 2021, for each of the years ending 31 December 2021, 2022 and 2023, be and are hereby approved; and

• (c) any one director of the Company be and is hereby authorised to do all other acts and things and execute all documents which he considers necessary or expedient for the implementation of and giving effect to the Supplemental Construction Services Framework Agreement and the transactions contemplated thereunder.’’

By order of the Board

Prosper Construction Holdings Limited Jiang Shuang

Executive Director

Hong Kong, 30 June 2021

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Head Office and Principal Place of Business:

Unit Nos. 04–05, 5/F K. Wah Centre 191 Java Road North Point Hong Kong

Registered Office:

Cricket Square, Hutchins Drive P.O. Box 2681 Grand Cayman, KY1-1111 Cayman Islands

Notes:

• (1) The resolution set out in this notice of the EGM will be taken by poll pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ‘‘Listing Rules’’) and the results of the poll will be published on the websites of the Stock Exchange and the Company in accordance with the Listing Rules.

• (2) A member of the Company entitled to attend and vote at the EGM will be entitled to appoint one or more proxies to attend and, on a poll, vote in his or her stead. A proxy need not be a member of the Company.

• (3) Whether or not you intend to attend the EGM in person, you are urged to complete and return the form of proxy in accordance with the instructions printed thereon. Completion and return of the form of proxy will not preclude you from attending the EGM and voting in person if you so wish. In the event that you attend the EGM after having lodged the form of proxy, it will be deemed to have been revoked.

• (4) To be valid, the form of proxy, together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority, must be deposited at the Company’s branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not less than 48 hours before the time fixed for holding the EGM or any adjournment thereof, provided that no account is to be taken of any part of a day that is a public holiday.

• (5) Where there are joint registered holders of any Share, any one of such persons may vote at the EGM, either personally or by proxy, in respect of such Share as if he/she were solely entitled thereto, but if more than one of such joint registered holders be present at the EGM personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such Share shall alone be entitled to vote in respect thereof.

• (6) In order for a shareholder of the Company to be eligible to attend and vote at the EGM, all transfer forms accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong for registration not later than 4:30 p.m. on Wednesday, 14 July 2021.

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(7) Precautionary measures and special arrangements for the EGM

In view of the novel coronavirus (‘‘COVID-19’’) outbreak, certain measures will be implemented at the EGM to reduce the risk of infection to attendees of the EGM, including but not limited to (i) compulsory body temperature check; (ii) wearing of surgical masks throughout the EGM; and (iii) no refreshments or drinks being provided. Attendees who do not comply with the precautionary measures above may be denied entry to the EGM venue, at the absolute discretion of the Company as permitted by law.

For the health and safety of Shareholders, the Company would like to encourage Shareholders to exercise their right to vote at the EGM by appointing the Chairman of the EGM as their proxy and to return their proxy forms by the time specified above, instead of attending the EGM in person.

The Company will keep monitoring the COVID-19 situation and may implement additional measures which, if any, will be announced at a time closer to the date of the EGM.

As at the date of this announcement, the Board comprises executive Directors, namely Mr. Wang Xuejun (chairman of the Board), Mr. Cui Qi (Chief executive officer), Mr. Ding Hongbin (Chief operating officer), Mr. Yang Zhenshan, Mr. Jiang Shuang and Mr. Yang Honghai; and independent non-executive Directors Mr. Cheung Chi Man Dennis, Mr. Wang Yaping and Mr. Cheng Xuezhan.

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