Yantai North Andre Juice Co. Ltd. — Proxy Solicitation & Information Statement 2021

Feb 3, 2021

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.

Yantai North Andre Juice Co., Ltd.[*]

ANDRE

(a joint stock limited company incorporated in the People’s Republic of China) (Stock code : 02218)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2021 first special general meeting (the “ SGM ”) of Yantai North Andre Juice Co., Ltd.* (烟台北方安德利果汁股份有限公司) will be held at 2nd Floor, No. 18 Andre Avenue, Muping Economic Development Zone, Yantai City, Shandong Province, the People’s Republic of China (the “ PRC ”) at 2:30 p.m. on Tuesday, 23 March 2021 to consider and, if thought fit, pass the following resolutions (unless otherwise specified, capitalized terms used in this notice shall have the same meanings as defined in the announcement dated 29 January 2021 (the “ Announcement ”)).

SPECIAL RESOLUTIONS

1. To consider and pass the following resolution:

   • THAT the amendments to the Articles (excluding the appendices thereto) be approved.

2. To consider and pass the following resolution:

THAT the amendments to the Rules of Procedure of the Shareholders’ Meeting be approved.

By order of the Board Yantai North Andre Juice Co., Ltd. Wang An* Chairman

Yantai, the PRC 3 February 2021

As at the date of this announcement, the executive Directors are Mr. Wang An, Mr. Zhang Hui and Mr. Wang Yan Hui, the non-executive Director is Mr. Liu Tsung-Yi, and the independent nonexecutive Directors are Mr. Jiang Hong Qi, Mr. Li Wei and Mr. Li Yao.

* For identification purposes only

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Notes:

1. For the purpose of determining who may attend the SGM to be held on Tuesday, 23 March 2021, the register of holders of H Shares will be closed from Saturday, 20 February 2021 to Tuesday, 23 March 2021 (both dates inclusive), during which no transfer of H Shares will be registered. In order to qualify for entitlement to attending and voting at the SGM, all transfers of H Shares accompanied by the relevant share certificates and transfer forms must be lodged with the Company’s H Share registrar, Tricor Tengis Limited for registration not later than 4:30 p.m. on Friday, 19 February 2021.

The address of Tricor Tengis Limited is as follows:

54th Floor, Hopewell Centre 183 Queen’s Road East Wanchai Hong Kong Fax No.: (852) 2810 8185

1. In accordance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, any vote of shareholders at a general meeting must be taken by poll. As such, the resolutions set out in the notice of SGM will be voted by poll. Results of the poll voting will be published on the Company’s website at www.andre.com.cn and the website of the Hong Kong Stock Exchange at www.hkexnews.hk after the SGM.

2. Any Shareholder entitled to attend and vote at the SGM convened by the above notice is entitled to appoint one or more proxies to attend and vote instead of him/her. A proxy need not be a Shareholder.

3. 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 such power of attorney or authority, must be completed and deposited at the Company’s H Share registrar, Tricor Tengis Limited (for H Shareholders) at least 24 hours before the SGM or any adjourned meeting thereof. The Company’s H Share registrar, Tricor Tengis Limited, is located at 54th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (Fax no. (852) 2810 8185).

4. Completion and return of the form of proxy will not preclude you from attending and voting at the SGM or any adjourned meeting thereof if you so wish.

5. In the case of joint registered holders of any shares of the Company (“ Shares ”), any one of such persons may vote at the SGM, either personally or by proxy, in respect of such Shares as if he/she was solely entitled thereto; but if more than one of such joint holders are present at the SGM, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holder(s), and for this purpose seniority shall be determined by the order in which the names stand in the register of holders in respect of the joint holding.

6. Shareholders who intend to attend the SGM in person or by proxy should return the reply slip for the SGM to the principal place of business of the Company in Hong Kong (for holders of H Shares), by hand, by post or by fax on or before Wednesday, 3 March 2021. The principal place of business of the Company in Hong Kong, is located at Flat A, 2/F, Hong Kong Industrial Building, 444-452 Des Voeux Road West, Shek Tong Tsui, Hong Kong (Fax no. (852) 2587 9166).

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1. The SGM is expected to last for about half a day. Shareholders who attend the meeting in person or by proxy shall bear their own travelling and accommodation expenses. Shareholders or their proxies shall produce their identity documents when attending the SGM.

2. For the matters relating to the attendance of the SGM by holders of A Shares, please refer to the notice of meeting and other relevant documents published by the Company on the website of the Shanghai Stock Exchange at www.sse.com.cn.

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