Anacle : Proposals for General Mandates to Issue Shares and Repurchase Shares; (2) Re-Election of Retiring Directors and (3) Notice of Annual General Meeting

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser. If you have sold or transferred all your shares in Anacle Systems Limited, you should at once hand this circular and the accompanying form of proxy to the purchaser(s) or transferee(s) or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser(s) or transferee(s). Anacle Systems Limited

安科系統有限公司*

(Incorporated in the Republic of Singapore with limited liability)

(Stock Code: 8353) PROPOSALS FOR GENERAL MANDATES TO ISSUE SHARES AND REPURCHASE SHARES AND RE-ELECTION OF RETIRING DIRECTORS AND NOTICE OF ANNUAL GENERAL MEETING

Capitalised terms used in the lower portion of this cover page and the first page of this circular shall have the same respective meanings as those defined in the section headed "DEFINITIONS" of this circular.

A notice convening the 2017 AGM to be held at 1 Fusionopolis View, Level 5, Singapore 138577 on Friday, 29 September 2017 at 10:00 a.m. is set out on pages 15 to 19 of this circular. A form of proxy for use in connection with the 2017 AGM is enclosed with this circular. If you are not able to attend the 2017 AGM and wish to exercise your right as a Shareholder, please complete and sign the enclosed form of proxy in accordance with the instructions printed thereon and return the completed form of proxy to the Company's branch share registrar in Hong Kong, Boardroom Share Registrars (HK) Limited at 31/F., 148 Electric Road, North Point, Hong Kong as soon as possible but in any event not later than 48 hours before the time appointed for holding the 2017 AGM or its adjournment. Completion and return of the form of proxy will not preclude you from attending and voting in person at the 2017 AGM or its adjournment if you so wish. If you attend and vote at the 2017 AGM, the authority of your proxy will be revoked.

This circular will remain on the "Latest Company Announcements" page of the GEM website atwww.hkgem.com for at least 7 days from the date of its publication. This circular will also be published on the website of the Company at www.anacle.com.

* for identification purpose only

31 August 2017

CHARACTERISTICS OF GEM CHARACTERISTICS OF GEM

GEM has been positioned as a market designed to accommodate companies to which a higher investment risk may be attached than other companies listed on the Main Board of the Stock Exchange. Prospective investors should be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration. The greater risk profile and other characteristics of GEM mean that it is a market more suited to professional and other sophisticated investors.

Given the emerging nature of companies listed on GEM, there is a risk that securities traded on GEM may be more susceptible to high market volatility than securities traded on the Main Board of the Stock Exchange and no assurance is given that there will be a liquid market in the securities traded on GEM.

CONTENT

Page

DEFINITIONS 1 LETTER FROM THE BOARD 3

Introduction 3

Issue Mandate 4

Repurchase Mandate 4

Extension of Issue Mandate to Issue Shares 4

Re-election of Retiring Directors 4

2017 AGM and Proxy Arrangement 5

Voting by Poll 6

Responsibility Statement 6

Recommendation 6

APPENDIX I - BIOGRAPHICAL DETAILS OF THE RETIRING DIRECTORS PROPOSED FOR RE-ELECTION 7 APPENDIX II - EXPLANATORY STATEMENT 12 2017 AGM NOTICE 15

This circular is prepared in both English and Chinese. In the event of any inconsistency, the English text of this circular will prevail.

DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions shall have the following respective meanings:

"2017 AGM" the AGM to be held at 1 Fusionopolis View, Level 5, Singapore 138577 on Friday, 29 September 2017 at 10:00 a.m. or the adjournment thereof

"2017 AGM Notice" the notice convening the 2017 AGM, which is set out on pages 15 to 19

of this circular

"AGM" the annual general meeting of the Company

"Constitution" the constitution of the Company adopted on 24 November 2016 which has taken effect on the date on which the Company was converted into a public company,as amended, supplemented or otherwise modified from time to time

"Audit Committee" the audit committee of the Board

"Board" the board of Directors

"close associate(s)" has the meaning ascribed thereto under the GEM Listing Rules

"Company" Anacle Systems Limited, a public companyincorporated in the Singapore with limited liability, whose issued Shares are listed and traded on GEM (stock code: 8353)

"controlling shareholder(s)" has the meaning ascribed thereto under the GEM Listing Rules "core connected person(s)" has the meaning ascribed thereto under the GEM Listing Rules "Director(s)" the director(s) of the Company

"GEM" the Growth Enterprise Market of the Stock Exchange

"GEM Listing Rules" the Rules Governing the Listing of Securities on GEM as amended,

supplemented or otherwise modified from time to time

"Group" the Company and its subsidiaries from time to time

"HK$" Hong Kong dollars, the lawful currency of Hong Kong

"Hong Kong" the Hong Kong Special Administrative Region of the PRC

"INED(s)" the independent non-executive Director(s)