Wanjia Group Holdings Limited — Proxy Solicitation & Information Statement 2013

Feb 8, 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.

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MIN XIN HOLDINGS LIMITED 閩信集團有限公司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 222)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT an extraordinary general meeting (the “ Meeting ”) of Min Xin Holdings Limited (the “ Company ”) will be held at JW Marriott Ballroom, Level 3, JW Marriott Hotel Hong Kong, Pacific Place, 88 Queensway, Hong Kong on Thursday, 28 February 2013 at 11:00 a.m. for the purpose of considering and, if thought fit, passing with or without modification the following resolution of the Company:

ORDINARY RESOLUTION

“ THAT

• (a) the entering into of the sale and purchase agreement dated 14 January 2013 (the “ Sale and Purchase Agreement ”), a copy of which has been produced to the Meeting marked “A” and initialled by the Chairman of the Meeting for the purpose of identification, between Min Xin Properties Limited (the “ Vendor ”), an indirect wholly-owned subsidiary of the Company, and 冠城大通股份有限公司 (Citichamp Dartong Co., Ltd.*) (the “ Purchaser ”), pursuant to which the Vendor conditionally agreed to sell and the Purchaser conditionally agreed to purchase 100% of the equity interest in 閩信（蘇州）置業發展有限公司 (Minxin (Suzhou) Property Development Co., Ltd.) on the terms and conditions set out in the Sale and Purchase Agreement, be and is hereby approved, confirmed and ratified, and the performance by the Vendor of all the transactions contemplated under the Sale and Purchase Agreement be and is hereby approved; and

• (b) the directors of the Company (“ Directors ”) be and are hereby authorised to do all such acts and things and to sign and execute all such further documents and to take all such steps as the Directors may in their absolute discretion consider necessary, appropriate, desirable or expedient to implement and/or give full effect to or in connection with the Sale and Purchase Agreement and the transactions contemplated thereunder.”

By order of the Board Min Xin Holdings Limited Weng Ruo Tong Chairman

Hong Kong, 8 February 2013

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Notes:

1. A form of proxy for use at the Meeting is enclosed.

2. Any member entitled to attend and vote at the Meeting shall be entitled to appoint another person as his proxy to attend and vote in his stead. A member entitled to attend and vote is entitled to appoint one or two proxies to represent him and vote on his behalf at the Meeting. A proxy need not be a member of the Company.

3. The instrument appointing a proxy must be signed by a member or his attorney duly authorised in writing or, in the case of a corporation or institution, either under the common seal or under the hand of an officer or attorney duly authorised in writing.

4. To be valid, the instrument appointing a proxy and, if such proxy form is signed by a person under a power of attorney or other authority on behalf of the appointer, a notarially certified copy of that power of attorney or other authority, must be deposited at the Company’s registered office, 17th Floor, Fairmont House, 8 Cotton Tree Drive, Central, Hong Kong not less than 48 hours before the time appointed for the holding of the Meeting or any adjourned meeting thereof.

5. In the case of joint holders, any one of such holders may attend and vote at the Meeting either personally or by proxy in respect of the shares as if he was solely entitled thereto, but if more than one of such joint holders be present at the Meeting, the holder whose name stands first in the register of members shall alone be entitled to vote in respect thereof. Several executors or administrators of a deceased member in whose name any share stands shall for such purpose be deemed joint holders thereof

As at the date of this announcement, the Executive Directors of the Company are Messrs Weng Ruo Tong (Chairman), Peng Jin Guang (Vice Chairman), Zhu Xue Lun and Li Jin Hua; the Non-Executive Director is Mr Zhang Rong Hui; and the Independent Non-Executive Directors are Messrs Ip Kai Ming, Sze Robert Tsai To and So Hop Shing.

• for identification purpose only

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