Ulferts International Limited — Proxy Solicitation & Information Statement 2018

Dec 9, 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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首長四方（集團）有限公司[*] SHOUGANG CONCORD GRAND (GROUP) LIMITED (Incorporated in Bermuda with limited liability)

(Stock Code: 730)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a SPECIAL GENERAL MEETING (the “ SGM ”) of Shougang Concord Grand (Group) Limited (the “ Company ”) will be held at The Function Room, 2nd Floor, The Harbourview, 4 Harbour Road, Wanchai, Hong Kong on Friday, 28 December 2018 at 10:30 a.m. for the purposes of considering and, if thought fit, passing the following resolution which will be proposed, with or without modification, as ordinary resolution:

ORDINARY RESOLUTION

“ THAT

• (a) the conditional sale and purchase agreement dated 21 November 2018 (the “ Sale and Purchase Agreement ”) entered into between SCG Investment (BVI) Limited (a wholly owned subsidiary of the Company) as vendor and Shougang Holding (Hong Kong) Limited (“ Shougang Holding ”) as purchaser, pursuant to which the Company conditionally agreed to sell and Shougang Holding conditionally agreed to purchase the entire issued share capital of Upper Nice Assets Ltd. and the transaction contemplated thereunder be and are hereby approved, confirmed and ratified; and

• (b) any one director of the Company (the “ Director(s) ”) be and is hereby authorised on behalf of the Company to do or take all acts, things and steps necessary, appropriate, desirable or expedient in his/her/their opinion to be in the interests of the Company and its shareholders as a whole to approve and implement and/or give effect to and/or complete any matters relating to or in connection with the Sale and Purchase Agreement, and the transaction contemplated thereunder.”

By order of the Board Shougang Concord Grand (Group) Limited Xu Liang Chairman

Hong Kong, 10 December 2018

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Registered office: Canon’s Court 22 Victoria Street Hamilton, HM 12 Bermuda

Principal place of business in Hong Kong: 5/F Bank of East Asia Harbour View Centre 56 Gloucester Road Wanchai Hong Kong

Notes:

• (1) A member of the Company entitled to attend and vote at the SGM is entitled to appoint a proxy to attend and vote in his stead. A proxy need not be a member of the Company but must be present in person to represent the member. A member who is holder of two or more shares may appoint more than one proxy to attend on the same occasion. A form of proxy for use at the SGM is enclosed herewith.

• (2) To be valid, the form of proxy together with any power of attorney or other authority under which it is signed or a notarially certified copy of that power of attorney or authority must be deposited with Tricor Tengis Limited, the branch share registrar of the Company in Hong Kong, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for holding the SGM or any adjournment thereof.

• (3) In the case of joint registered holders of any share in the capital of the Company, any one of such persons may vote at the SGM, either personally or by proxy, in respect of such shares as if it/he/she was solely entitled thereto, but if more than one of such joint registered holders is present at the SGM, either 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.

• (4) If typhoon signal no.8 or above remains hoisted or a black rainstorm warning signal is in force at 12:00 noon on the date of the SGM, the SGM will be postponed.

Shareholders are requested to visit the website of the Company at http://www.shougang-grand.com.hk for details of alternative meeting arrangements.

The SGM will be held as scheduled when an amber or red rainstorm warning signal is in force.

Shareholders who have any queries concerning the alternative meeting arrangements, please call the Company at (852) 2877 4500 during business hours from 9:00 a.m. to 5:00 p.m. on Monday to Friday, excluding public holidays.

Shareholders should make their own decision as to whether they would attend the SGM under bad weather conditions bearing in mind their own situation and if they should choose to do so, they are advised to exercise care and caution.

• (5) Completion and return of the form of proxy will not preclude members from attending and voting at the SGM or any adjourned meeting if they so wish. If a member attends the SGM after having deposited the form of proxy, his form of proxy will be deemed to have been revoked.

As at the date of this announcement, the Board comprises Mr. Xu Liang (Chairman); Mr. Liu Dongsheng (Managing Director); Mr. Huang Donglin (Non-executive Director); Mr. Tam King Ching, Kenny (Independent Non-executive Director); Mr. Yip Kin Man, Raymond (Independent Non-executive Director); Mr. Fei Jianjiang (Independent Non-executive Director) and Mr. Wan Siu Wah, Wilson (Independent Non-executive Director).

* For identification purpose only

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