Sunac Services Holdings Limited — Proxy Solicitation & Information Statement 2022

Sep 5, 2022

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.

==> picture [185 x 78] intentionally omitted <==

PRODUCTIVE TECHNOLOGIES COMPANY LIMITED

普達特科技有限公司 [*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 650)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the special general meeting of Productive Technologies Company Limited (the ‘‘Company’’) will be held at 10:00 a.m. on Tuesday, 27 September 2022 at United Conference Centre Limited — Room 2, 10/F., United Centre, 95 Queensway, Admiralty, Hong Kong or any adjournment thereof to consider and, if thought fit, to pass with or without amendments, the following resolutions:

ORDINARY RESOLUTIONS

1. ‘‘THAT:

   • (a) conditional upon The Stock Exchange of Hong Kong Limited granting the listing of and permission to deal in an aggregate of 61,415,094 new shares of the Company (the ‘‘Connected Shares’’), the Directors be and are hereby granted a specific mandate (the ‘‘Specific Mandate’’) for the allotment and issue of the Connected Shares to Tricor Trust (Hong Kong) Limited to hold on trust for Dr. Liu Erzhuang, who is a connected person (as defined in Chapter 14A of the Listing Rules) of the Company selected by the Board for participation in the share award scheme (the ‘‘Share Award Scheme’’) adopted by the Company on 6 August 2021; and

   • (b) any one Director be and is hereby authorised for and on behalf of the Company to take any action and execute such other documents as he/she considers necessary, desirable or expedient to carry out or give effect to or otherwise in connection with the allotment and issue of the Connected Shares under the Specific Mandate and the transactions contemplated thereunder.’’

– 1 –

1. ‘‘THAT the proposed grant of 61,415,094 Connected Shares pursuant to the Share Award Scheme to Dr. Liu Erzhuang be and is hereby approved, confirmed and ratified in all respects.’’

By order of the Board Productive Technologies Company Limited Liu Erzhuang Chairman and Chief Executive Officer

Hong Kong, 6 September 2022

Notes:

1. A shareholder of the Company (the ‘‘Shareholder(s)’’) entitled to attend and vote at the meeting convened by the above notice is entitled to appoint one or more proxies to attend and vote in his stead. A proxy need not be a shareholder of the Company.

2. In order to be valid, the instrument appointing a proxy, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of that power of attorney or other authority, must be deposited at the Company’s share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the said meeting (i.e. before 10:00 a.m. on Sunday, 25 September 2022) or adjourned meeting.

3. To ascertain the Shareholders’ entitlement to attend and vote at the SGM, the register of members of the Company will be closed from Thursday, 22 September 2022 to Tuesday, 27 September 2022 (both dates inclusive) during which period no share transfers can be registered. In order to be eligible to attend and vote at the SGM, all share transfer documents accompanied by the relevant share certificates must be lodged with the Company’s Hong Kong branch share registrar and transfer office, Computershare Hong Kong Investor Services Limited at Shops 1712–1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration not later than 4:30 p.m. on Wednesday, 21 September 2022.

4. In order to prevent the spread of COVID-19 pandemic and to safeguard the health and safety of shareholders, the Company will implement the following precautionary measures at the SGM:

   1. body temperature screening/checks;

   2. scanning the ‘‘LeaveHomeSafe’’ venue QR code;

   3. complying with the requirements of the ‘‘Vaccine Pass Direction’’[#] ;

   4. wearing of surgical face mask;

   5. attendees will be assigned to a designated seating area and the seating capacity will also be limited to ensure social distancing;

   6. no refreshment will be served; and

   7. complying with the requirements of the venue where the SGM will be held.

   • ‘‘Vaccine Pass Direction’’ is defined under the Prevention and Control of Disease (Vaccine Pass) Regulation (Cap. 599L of the Laws of Hong Kong).

– 2 –

1. In light of the continuing risks posed by the COVID-19 pandemic, the Company advises Shareholders to appoint the chairman of the SGM as their proxy to vote according to their indicated voting instructions as an alternative to attending the SGM in person.

2. In view of the evolving COVID-19 pandemic situation in Hong Kong, the Company may implement further procedures and precautionary measures and change the SGM arrangements at short notice. Shareholders should visit the Company’s website at https://www.pdt-techs.com/ for future announcements and updates on the SGM arrangements.

3. If tropical cyclone warning signal no. 8 or above is hoisted, ‘‘extreme condition’’ caused by super typhoons or a black rainstorm warning signal is in force at 7:00 a.m. on Tuesday, 27 September 2022, the meeting will be adjourned and further announcement for details of alternative meeting arrangements will be made. The meeting will be held as scheduled even when tropical cyclone warning signal no. 3 or below is hoisted, or an amber or red rainstorm warning signal is in force. You should make your own decision as to whether you would attend the meeting under bad weather conditions and if you should choose to do so, you are advised to exercise care and caution.

4. The translation into Chinese language of this notice is for reference only. In case of any inconsistency, the English version shall prevail.

5. As at the date of this notice, the executive Directors are Dr. Liu Erzhuang (Chairman), Mr. Tan Jue and Mr. Liu Zhihai; the non-executive Director is Mr. Shong Hugo; and the independent non-executive Directors are Ms. Ge Aiji, Mr. Shi Cen and Mr. Chau Shing Yim David.

• For identification purposes only

– 3 –