Tianli Holdings Group Limited — Proxy Solicitation & Information Statement 2013

Dec 9, 2013

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.

EYANG HOLDINGS (GROUP) CO., LIMITED 宇 陽 控 股（ 集 團 ）有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 117)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting of EYANG Holdings (Group) Co., Limited (the ‘‘Company’’) will be held at the conference room on 1/F. of EYANG Building, No. 3 Qimin Road, Langshan Road No. 2, North of High and New Tech Zone, Nanshan District, Shenzhen, P.R.C. on Tuesday, 24 December 2013 at 11:00 a.m. for the purpose of considering, and if thought fit, passing, with or without modifications, the following resolution as ordinary resolution of the Company:

ORDINARY RESOLUTION

‘‘THAT

• i. the conditional sale and purchase agreement (the ‘‘Agreement’’) dated 15 November 2013 entered into between 深圳市威長新能源有限公司 (Shenzhen Weichang New Energy Co., Limited), an indirect wholly-owned subsidiary of the Company, as vendor and 深圳市宇陽投資集團有限公司 (Shenzhen Eyang Investment Group Limited), Ms. Shuang Mei and Mr. Liao Jie as purchasers (a copy of which has been produced to the meeting marked ‘‘A’’ and initialed by the chairman of the meeting for the purpose of identification) in relation to (i) the disposal of the entire equity interest in 深圳市宇陽 能源有限公司 (Shenzhen Eyang Energy Company Limited); and (ii) certain amendments to the terms of the sale and purchase agreement dated 25 September 2012 entered into between 深圳市宇陽投資集團有限公司 (Shenzhen Eyang Investment Group Limited), Ms. Shuang Mei and Mr. Liao Jie as vendors and 深圳市威長新能源 有限公司 (Shenzhen Weichang New Energy Co., Limited) as purchaser, and the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified; and

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• ii. any one or more of the director(s) of the Company be and is/are hereby authorization to do all such acts and things and execute all such documents which he/they consider(s) necessary, desirable or expedient for the purpose of, or in connection with, the implementation of and giving effect to the Agreement and the transactions contemplated thereunder.’’

By order of the Board EYANG Holdings (Group) Co., Limited Chen Weirong Chairman

Hong Kong, 9 December 2013

Notes:

1. A member entitled to attend and vote at the extraordinary general meeting (the ‘‘EGM’’) convened by the above notice 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 office of the Hong Kong branch share registrar of the Company, Computershare Hong Kong Investor Services Limited, at Room 1806–1807, 18/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time for holding the meeting or adjourned meeting.

3. The register of members of the Company will be closed from Friday, 20 December 2013 to Tuesday, 24 December 2013 (both days inclusive), during which period no transfer of shares in the Company will be effected. In order to qualify for attending the EGM, all transfers, accompanied by the relevant share certificates, have to be lodged with the Hong Kong branch registrars of the Company, Computershare Hong Kong Investor Services Limited, at Shops 1712–1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Thursday, 19 December 2013.

4. A form of proxy for use at the EGM is enclosed with the circular to the shareholders.

5. In the case of a joint holding, the form of proxy may be signed by any joint holder, but if more than one joint holder is present at the EGM, whether in person or by proxy, that one of the joint holder whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

6. Completion and return of the form of proxy will not preclude a shareholder from attending and voting in person at the EGM. If such shareholder attends the EGM, his form of proxy will be deemed to have been revoked.

7. The ordinary resolution as set out above will be determined by way of a poll.

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

As at the date of this announcement, the Board comprises Mr. Chen Weirong, Mr. Jing Wenping and Mr. Wang Ye as Executive Directors; Mr. Cheng Wusheng, Mr. Zhang Zhilin and Mr. Chen Hao as Non-executive Directors; Mr. Pan Wei, Mr. Liu Huanbin, Mr. Chu Kin Wang, Peleus, Mr. Liang Rong and Mr. Mak Ka Wing, Patrick as Independent Nonexecutive Directors.

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