Legend : Notice of First Extraordinary General Meeting of 2020

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聯想控股股份有限公司

Legend Holdings Corporation

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

(Stock Code: 03396)

Notice of First Extraordinary General Meeting of 2020

Notice is hereby given that the first extraordinary general meeting of 2020 (the "EGM") of Legend Holdings Corporation (the "Company") will be held at B-17, Raycom Info Tech Park, No. 2 Ke Xue Yuan South Road, Haidian District, Beijing, the People's Republic of China at 2:30 p.m. on Thursday, February 13, 2020 to consider and, if thought fit, pass the following resolutions:

Ordinary Resolutions

1. To consider and approve the appointment of Mr. LI Peng (李蓬) as an executive director of the second session of the board of directors of the Company (the "Board"), with a term of office commencing from the date of passing of this resolution and ending on the conclusion of the annual general meeting at which the third session of the Board will be elected;
2. To consider and approve the appointment of Mr. WANG Yusuo (王玉鎖) as a non-executive director of the second session of the Board, with a term of office commencing from the date of passing of this resolution and ending on the conclusion of the annual general meeting at which the third session of the Board will be elected;
3. To consider and approve the appointment of Mr. YIN Jian'an (印建安) as an independent non-executive director of the second session of the Board, with a term of office commencing from the date of passing of this resolution and ending on the conclusion of the annual general meeting at which the third session of the Board will be elected;

Special Resolutions

4. To consider and approve the amendments to the Articles of Association of Legend Holdings Corporation (the "Articles of Association") (for details, please refer to pages 16 to 38 of the circular to the shareholders dated December 27, 2019), and to approve the granting of authority to the Board, person(s) authorized by the Board and the secretary to the Board to arrange for the registration for and filing of the amendments to the Articles of Association with the industry and commerce administration and other relevant government authorities; and

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5. To consider and approve the granting of a general mandate to the Board to issue debt financing instruments with a total aggregate amount not exceeding RMB35 billion and to authorize the Board to deal with all matters in relation to the issuance of debt financing instruments with effect from the date of passing of the resolution and until the end of the date on which the annual general meeting will be held in 2023 (for details, please refer to pages 10 to 13 of the circular to the shareholders dated December 27, 2019).

By order of the Board

Legend Holdings Corporation

NING Min

Executive Director and Joint Company Secretary

Hong Kong, December 27, 2019

Notes:

1. In order to determine the shareholders of the Company (the "Shareholders") entitled to attend and vote at the EGM, the register of members of the Company will be closed from Tuesday, January 14, 2020 to Thursday, February 13, 2020 (both days inclusive), during which time no transfer of the Shares of the Company will be registered. Accordingly, unregistered H Shareholders shall lodge relevant share transfer documents with the Company's H share registrar, Link Market Services (Hong Kong) Pty Limited ("Link Market Services") not later than 4:30 p.m. on Monday, January 13, 2020. A proxy need not be a Shareholder.
2. Any Shareholder entitled to attend and vote at the EGM may appoint one or more proxies (whether he/she is a Shareholder) to attend and vote at the EGM on his or her behalf. The Company has the right to request a Shareholder or a proxy who attends the EGM on behalf of a Shareholder to produce proof of identity.
3. In case of joint holders of Shares of the Company, any one of such joint holders may vote at the meeting, either personally or by proxy, in respect of such Shares as if he/she/it were solely entitled thereto; but if more than one of such joint holders are present at the meeting, either personally or by proxy, 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 holders. For this purpose, seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of such joint holding.
4. Shareholders who intend to attend the EGM in person or by proxy are requested to complete the enclosed reply slip and return it, by hand, by post or by email ([e-mail]) to the Company (for Domestic Shareholders); or to Link Market Services (for H Shareholders) by hand or by post on or before Friday, January 24, 2020.

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1. The form of proxy must be signed by the appointor or his/her attorney duly authorised in writing, or if the appointor is a legal entity, either under seal or signed by a director or a duly authorised attorney. If more than one proxies are appointed, the number of Shares and its class represented by each proxy must be specified.
2. To be valid, the form of proxy must be lodged with Link Market Services (for H Shareholders) or the Company (for Domestic Shareholders) no later than 24 hours before the holding of the EGM. If the form of proxy is signed by another person under a power of attorney or other authorisation documents given by the appointer, such power of attorney or other authorisation documents shall be notarised. The notarised power of attorney or other authorisation documents shall, together with the form of proxy, be deposited at the specified place at the time set out in the form of proxy. Completion and return of the form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment thereof should you so wish. In such event, the instrument appointing a proxy shall be deemed to have been revoked.
3. The address of the H Share registrar, Link Market Services is Suite 1601, 16/F., Central Tower, 28 Queen's Road Central, Hong Kong.
4. The address of the Company is B-17, Raycom Info Tech Park, No. 2 Ke Xue Yuan South Road, Haidian District, Beijing 100190, the People's Republic of China.
5. Shareholders attending the EGM shall be responsible for their own travel and accommodation expenses.

As at the date of this announcement, the Executive Directors of the Company are Mr. LIU Chuanzhi, Mr. ZHU Linan, Mr. ZHAO John Huan and Mr. NING Min; the Non-executive Directors of the Company are Mr. WU Lebin and Mr. SUO Jishuan; and the Independent Non-executive Directors of the Company are Mr. MA Weihua, Mr. ZHANG Xuebing and Ms. HAO Quan.

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