Red Star Macalline Group Corporation Ltd. — Proxy Solicitation & Information Statement 2018

Nov 11, 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.

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Red Star Macalline Group Corporation Ltd. 紅星美凱龍家居集團股份有限公司

(A sino-foreign joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1528)

SUPPLEMENTAL NOTICE OF THE 2018 SECOND EGM

NOTICE IS HEREBY GIVEN that a notice has been issued on 12 October 2018 in relation to the 2018 Second EGM (“the “ 2018 Second EGM ”) of Red Star Macalline Group Corporation Ltd. (the “ Company ”), which will be held at 1:00 p.m. on Wednesday, 28 November 2018 at Ya Mei Banquet Hall No.2, 3/F, Crowne Plaza Shanghai Noah Square, No. 1699, Jinshajiang Road, Putuo District, Shanghai, PRC for resolutions set out in the notice. Unless indicated otherwise, capitalized terms used in this supplemental notice shall have the same meanings as those defined in the circular and supplemental circular of the Company dated 12 October 2018 and 12 November 2018, respectively.

SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the 2018 Second EGM will be held as originally scheduled, for the purposes of considering and, if thought fit, approving the following resolutions in addition to the resolutions set out in the notice of the 2018 Second EGM dated 12 October 2018:

ORDINARY RESOLUTION

1. To consider and approve the resolution on change of auditor

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SPECIAL RESOLUTION

1. To consider and approve the proposed amendments to the Articles of Association

By the order of the Board Red Star Macalline Group Corporation Ltd. GUO Binghe Company Secretary

12 November 2018

Notes：

1. Save for the inclusion of the newly proposed resolutions, there are no other changes to the resolutions set out in the notice of the 2018 Second EGM dated 12 October 2018. Please refer to the notice and the First Circular of the 2018 Second EGM dated 12 October 2018 for details of the other resolutions to be passed at the 2018 Second EGM and other relevant matters.

2. Since the proxy form sent by the Company on 12 October 2018 together with the First Circular (the “ First Proxy Form ”) does not contain the additional resolutions as set out in this supplemental notice, this supplemental proxy form (the “ Supplemental Proxy Form ”) (with the aforesaid additional resolutions) has been prepared and is enclosed with this supplemental notice. The Supplemental Proxy Form is for the purpose of the additional resolutions set out in the supplemental notice and only serves as a supplement to the First Proxy Form. The Supplemental Proxy Form will not affect the validity of any First Proxy Form duly completed and sent to the H Share registrar of the Company.

3. If a Shareholder has properly completed and submitted only the First Proxy Form in accordance with the instructions set out therein, the appointed proxy will vote on the resolutions set out in the First Proxy Form per the Shareholder’s direction and he is also entitled to vote or abstain at his discretion on the additional resolutions set out in the Supplemental Proxy Form. Similarly, if a Shareholder has properly completed and submitted only the Supplemental Proxy Form in accordance with the instructions set out therein, the appointed proxy will vote on the resolutions set out in the Supplemental Proxy Form per the Shareholder’s direction and he is also entitled to vote or abstain at his discretion on the resolutions set out in the First Proxy Form. If a Shareholder wishes to provide specific direction to his proxy regarding the voting of all resolutions set out in the First Proxy Form and the Supplemental Proxy Form, he should duly complete and submit both proxy forms in accordance with the instructions set out therein.

4. Pursuant to the Notice of the 2018 Second EGM published by the Company on 12 October 2018, the register of members of the Company will be closed from Monday, 29 October 2018 to Wednesday, 28 November 2018 (both days inclusive), during which period no transfer of shares of the Company will be registered. Shareholders whose names appear on the share register of the Company at the close of business on Friday, 26 October 2018, are entitled to attend and vote at the 2018 Second EGM.

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1. A Shareholder entitled to attend and vote at the 2018 Second EGM may appoint one or more proxies to attend and vote on his behalf. A proxy need not be a Shareholder but must attend the 2018 Second EGM in person to represent the relevant Shareholder.

2. The instrument appointing a proxy must be in writing under the hand of a Shareholder or his attorney duly authorized in writing. If the Shareholder is a corporation, that instrument must be executed either under its common seal or under the hand of its director(s) or duly authorized attorney. If that instrument is signed by an attorney of the Shareholder, the power of attorney authorizing that attorney to sign or other authorization document must be notarized.

3. In order to be valid, the First Proxy Form and the Supplemental Proxy Form, together with a notarially certified copy of the power of attorney or other authorization document (if any), must be deposited, for H Share Shareholders, 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, not less than 24 hours before the time for holding the 2018 Second EGM or any adjournment thereof (as the case may be) (which is 1:00 p.m. on Tuesday, 27 November 2018, or other date in the event of any adjournment thereof). Completion and return of the First Proxy Form and the Supplemental Proxy Form will not preclude Shareholders from attending and voting in person at the 2018 Second EGM or any adjournment thereof should they so wish.

4. A Shareholder or his proxy should produce proof of identity when attending the 2018 Second EGM (and any adjournment thereof). To attend the meeting, where a Shareholder is a legal person, the legal representative of that Shareholder or the person authorized by its board of directors or other governing body shall produce a copy of the authorization documents of the board of directors or other governing body of such Shareholder appointing such person to attend the meeting.

5. Shareholders who intend to attend the 2018 Second EGM are requested to send the completed and signed reply slip to the H Share registrar of the Company, Computershare Hong Kong Investor Services Limited, on or before Thursday, 8 November 2018.

6. Pursuant to the Articles of Association, any vote of Shareholders at the 2018 Second EGM must be taken by poll. As such, all resolutions set out in this supplemental notice will be voted on by poll.

7. The 2018 Second EGM is expected to take for less than half a day. Shareholders (in person or by proxy) attending the 2018 Second EGM shall be responsible for their own travel and accommodation expenses.

As at the date of this announcement, the executive Directors of the Company are CHE Jianxing, CHE Jianfang and JIANG Xiaozhong; the non-executive Directors are CHEN Shuhong, XU Guofeng, Joseph Raymond GAGNON and ZHANG Qiqi; and the independent non-executive Directors are LI Zhenning, DING Yuan, LEE Kwan Hung and QIAN Shizheng.

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