Seven Elements Investment Holdings Limited — Proxy Solicitation & Information Statement 2019

Sep 20, 2019

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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Zhaobangji Properties Holdings Limited 兆邦基地產控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1660)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the “ EGM ”) of Zhaobangji Properties Holdings Limited (the “ Company ”) will be held at Unit 16–18, 11/F., China Merchants Tower, Shun Tak Centre, 168–200 Connaught Road Central, Hong Kong at 10:00 a.m. on Tuesday, 15 October 2019 for the purpose of considering and, if thought fit, passing (with or without modifications), the following resolution as an ordinary resolution of the Company:

ORDINARY RESOLUTION

“ THAT

• (a) subject to and conditional upon the Listing Committee of The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) granting approval for the listing of, and permission to deal in, the Subdivided Shares (as defined below), each of the existing issued and unissued ordinary shares of par value of HK$0.01 each in the share capital of the Company be subdivided into five (5) ordinary shares of par value of HK$0.002 each (the “ Subdivided Shares ”) with effect from the business day immediately following the date on which this resolution is passed, being a day on which the Stock Exchange is open for business of dealing in securities, such that the authorised share capital of the Company will be HK$20,000,000 made up of 10,000,000,000 ordinary shares of par value of HK$0.002 each;

• (b) such Subdivided Shares shall rank pari passu in all respects with each other and have the rights and privileges and be subject to the restrictions in respect of ordinary shares in the share capital of the Company contained in the memorandum and articles of association of the Company; and

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• (c) any one director of the Company be and is hereby authorised to sign and execute such documents, deeds and instruments and do all such acts and things and to effect all necessary actions as he may in his absolution discretion consider necessary, desirable or expedient in order to effect, implement and complete any and all of the matters set out in this resolution.”

By order of the Board Zhaobangji Properties Holdings Limited Xu Chujia

Chairman and Executive Director

Hong Kong, 23 September 2019

Registered office: Head office and principal place of Maples Corporate Services Limited business in Hong Kong: P.O. Box 309 Unit 16–18, 11/F Ugland House China Merchants Tower Grand Cayman Shun Tak Centre KY1-1104 168–200 Connaught Road Central Cayman Islands Hong Kong

Notes:

1. A member entitled to attend and vote at the EGM is entitled to appoint one or more proxy to attend and, subject to the provisions of the articles of association of the Company, vote in his stead. A proxy need not be a member of the Company.

2. In order to be valid, the form of proxy must be deposited together with a power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority, at the offices of the Company’s branch share registrar 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 for holding the meeting (i.e. at or before 10:00 a.m. (Hong Kong time) on Sunday, 13 October 2019) or adjourned meeting (as the case may be).

3. For the purpose of ascertaining shareholders’ entitlement to attend and vote at the EGM, the register of members of the Company will be closed from Monday, 14 October 2019 to Tuesday, 15 October 2019 (both days inclusive), during which period no transfers of shares will be registered. In order to be eligible to attend and vote at the EGM, all transfer documents accompanied by the relevant share certificates, have to be lodged with the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong, not later than 4:30 p.m. on Friday, 11 October 2019.

4. Delivery of a form of proxy shall not preclude a member from attending and voting in person at the meeting and in such event, the form of proxy shall be deemed to be revoked.

5. Where there are joint holders of any share of the Company, any one of such joint holders 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 are present at the EGM, the vote of the senior holder 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 relevant joint holding.

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As at the date of this announcement, the Board comprises six executive Directors, namely, Mr. Xu Chujia, Mr. Wu Hanyu, Mr. Cai Chun Fai, Mr. Li Yan Sang, Mr. Sze-to Kin Keung and Mr. Zhao Yiyong; two non-executive Directors, namely, Ms. Zhan Meiqing and Professor Lee Chack Fan, G.B.S., S.B.S., J.P.; and five independent non-executive Directors, namely, Mr. Hui Chin Tong Godfrey, Mr. Ma Fung Kwok, S.B.S., J.P., Mr. Wong Chun Man, Mr. Ye Longfei and Mr. Zhang Guoliang.

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