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

A-LIVING SMART CITY SERVICES CO., LTD.*

ඩ͛ݺ౽ᅆ̹۬؂ਕٰ΅Ϟࠢʮ̡

(a joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 3319)

NOTICE OF THE 2021 FIRST EXTRAORDINARY GENERAL MEETING

TO BE HELD ON 13 APRIL 2021

NOTICE IS HEREBY GIVEN THAT the 2021 first extraordinary general meeting (the "EGM") of the shareholders of A-Living Smart City Services Co., Ltd. ("A-Living") will be held at Conference Room, 33/F, Agile Center, 26 Huaxia Road, Zhujiang New Town, Tianhe District, Guangzhou, Guangdong Province, PRC, at 3:00 p.m. on Tuesday, 13 April 2021 for the purpose of considering and, if thought fit, passing (with or without amendments) the following resolution as a special resolution of A-Living:

SPECIAL RESOLUTION

1. "THAT:

  • (a) the acquisition agreement (the "New CMIG PM Agreement") dated 12 December 2019, the supplemental agreement (the "Supplemental Agreement") dated 30 November 2020 and the second supplemental agreement (the "Second Supplemental Agreement") dated 22 February 2021 entered into between ˂ݵඩᆓΆุ၍ଣፔ༔Ϟࠢʮ̡ (Tianjin Yachao Enterprise Management Consulting Co., Ltd.*) (the "Purchaser") and ᄿ؇ᔮ ڦޮඤٰᛆҳ༟ΥྫΆุ(ϞࠢΥྫ) (Guangdong Fengxin Yinglong Equity Investment Partnership (Limited Partnership)*) (the "Vendor") (a copy of which has been produced to the EGM marked "A" for the purpose of identification), pursuant to which the Purchaser has conditionally agreed to acquire, and the Vendor has conditionally agreed to dispose of the 60% equity interest in ͏๿يุ؂ਕ(ɪऎ)Ϟࠢʮ̡ (Minrui Property Management (Shanghai) Co., Ltd.*) at the total consideration of RMB344,250,000 and the transactions contemplated thereby be and are hereby approved, confirmed and ratified; and

  • (b) the directors of A-Living be and are hereby authorised to do all such acts, deeds and things and to sign, execute and deliver all such documents as they may, in their absolute discretion, consider necessary, desirable or expedient to give effect, determine, revise, supplement or complete any matters relating to or in connection with the New CMIG PM Agreement, the Supplemental Agreement, the Second Supplemental Agreement and the transactions contemplated thereunder."

Yours faithfully,

By order of the Board A-Living Smart City Services Co., Ltd.

Li Dalong

Executive Director, President (General Manager)

and Chief Executive Officer

Hong Kong, 26 February 2021

Registered Office in the PRC:

Principal place of office in the PRC:

Management Building, Xingye Road

35/F, Agile Center

Agile Garden, Sanxiang Town

26 Huaxia Road

Zhongshan

Zhujiang New Town

Guangdong Province, PRC

Tianhe District, Guangzhou

Guangdong Province, PRC

Principal place of business in Hong Kong:

Level 54, Hopewell Centre

183 Queen's Road East

Hong Kong

Notes:

  • 1. The resolution at the EGM will be taken by poll pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"). The results of the poll will be published on the websites of the Stock Exchange (http://www.hkexnews.hk) and A-Living (http://www.agileliving.com.cn) in accordance with the Listing Rules.

  • 2. All shareholders of A-Living are eligible for attending the EGM. Any shareholders of A-Living entitled to attend and vote at the EGM convened by the above notice is entitled to appoint a proxy or more than one proxy to attend the EGM and to cast a vote for him/her. A proxy need not be a shareholder of A-Living. If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified in the relevant proxy form. Every shareholder of A-Living present in person or by proxy shall be entitled to one vote for each share held by him/her.

  • 3. For determining the entitlement to attend and vote at the EGM, the register of members of A-Living will be closed from Saturday, 13 March 2021 to Tuesday, 13 April 2021, both dates inclusive, during which period no transfer of Shares will be registered. In order to qualify for attending and voting at the EGM, holders of H Shares whose transfer documents have not been registered are required to submit the share certificates together with the properly completed share transfer forms to A-Living's H Share Registrar, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not later than 4:30 p.m. on Friday, 12 March 2021 for registration. Holders of H Shares who are registered with Tricor Investor Services Limited on or before the aforementioned date are entitled to attend the EGM.

  • 4. If you intend to appoint a proxy to attend the EGM, you are required to complete and return the accompanying proxy form in accordance with the instructions printed thereon. For holders of H Shares, the proxy form should be returned to A-Living's H Share Registrar, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong. For holders of Domestic Shares, the proxy form should be returned to A-Living's principal place of office in the PRC at 35th Floor, Agile Center, 26 Huaxia Road, Zhujiang New Town, Tianhe District, Guangzhou, Guangdong Province, PRC by personal delivery or by post not less than 24 hours before the time fixed for holding the EGM or any adjourned meeting thereof. Completion and return of the proxy form will not preclude you from attending and voting in person at the EGM or at any other adjourned meeting should you so wish.

  • 5. The EGM is expected to take no more than half a day. Shareholders of A-Living who attend the EGM (in person or by proxy) shall bear their own travelling and accommodation expenses. Shareholders of A-Living may contact the Investor Relations Department of A-Living at (852) 2740 8921 (telephone number) andir@agileliving.com.cnfor any enquiries in respect of the EGM.

As at the date of this notice, the board of directors of A-Living Smart City Services Co., Ltd.* comprises eight members, being Mr. Chan Cheuk Hung^ (Co-chairman), Mr. Huang Fengchao^ (Co-chairman), Mr. Li Dalong^ (President (General Manager) and Chief Executive Officer), Mr. Wei Xianzhong^^, Ms. Yue Yuan^^, Mr. Wan Kam To^^^, Ms. Wong Chui Ping Cassie^^^ and Mr. Wang Peng^^^.

^

Executive Directors

^^

Non-executive Directors

^^^

Independent Non-executive Directors

*

for identification purposes only

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A-Living Services Co. Ltd. published this content on 26 February 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 February 2021 10:08:03 UTC.