THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to what action to take in relation to this circular, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional public accountant or other professional adviser.

If you have sold or transferred all your shares in Poly Property Services Co., Ltd., you should at once hand this circular, together with the enclosed proxy form, to the purchaser(s) or transferee(s) or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser(s) or transferee(s).

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.

POLY PROPERTY SERVICES CO., LTD.

保利物業服務股份有限公司

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

(Stock Code: 06049)

  1. DISCLOSEABLE AND CONNECTED TRANSACTION AND
  1. CONTINUING CONNECTED TRANSACTIONS AND

NOTICE OF THE FIRST EXTRAORDINARY GENERAL MEETING OF 2021

Independent financial adviser

Independent financial adviser

to the Independent Board Committee

to the Independent Board Committee

and the Independent Shareholders

and the Independent Shareholders in respect of

in respect of

the Ratification Matter and

the 2021 Property Leasing Agreements

the 2021-2023Non-exempt Framework Agreements

A notice convening the EGM of Poly Property Services Co., Ltd. to be held at the Conference Room, 2nd Floor, East Tower, Poly Plaza, No. 832 Yue Jiang Zhong Road, Hai Zhu District, Guangzhou, Guangdong Province, the PRC at 10:00 a.m. on Friday, 28 May 2021 is set out on pages EGM-1 to EGM-2 of this circular. A proxy form for use at the EGM is also enclosed in this circular. Such proxy form is also published on the designated website of the Stock Exchange (www.hkexnews.hk) and the website of the Company (www.polywuye.com).

Shareholders who intend to appoint a proxy to attend the EGM shall complete and return the enclosed proxy form in accordance with the instructions printed thereon not less than 24 hours before the time fixed for holding the EGM or any adjournment thereof (as the case may be). Completion and return of the proxy form will not preclude Shareholders from attending and voting in person at the EGM thereof should they so wish.

PRECAUTIONARY MEASURES FOR THE EXTRAORDINARY GENERAL MEETING

To safeguard the health and safety of Shareholders and to prevent and control the spread of COVID-19, the Company will take the following precautionary measures at the EGM:

  1. compulsory temperature checks
  2. wearing of face masks throughout the EGM (please bring your own mask)
  3. no souvenirs will be distributed and no refreshments will be served

To the extent permitted by law, any person who does not comply with the precautionary measures (1) and (2) as set out above may be denied entry into the venue of the EGM at the absolute discretion of the Company. Shareholders may appoint the chairman of the meeting as their proxy to vote on the relevant resolutions at the EGM instead of attending the EGM in person.

12 May 2021

CONTENTS

Page

PRECAUTIONARY MEASURES FOR THE EXTRAORDINARY

GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1

DEFINITIONS .

. . . . .

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3

LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9

1.

INTRODUCTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9

2.

BUSINESSES TO BE CONSIDERED AT THE EGM . . . . . . . . . . . . . .

11

3.

EGM AND PROXY ARRANGEMENT . . . . . . . . . . . . . . . . . . . . . . . .

39

4.

VOTING BY POLL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

39

5.

RECOMMENDATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

40

6.

FURTHER INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

40

LETTER FROM THE INDEPENDENT BOARD COMMITTEE . . . . . . . . . . . . .

41

LETTER FROM RED SUN CAPITAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

43

LETTER FROM MAXA CAPITAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

65

APPENDIX I

-

PROPERTY VALUATION REPORT . . . . . . . . . . . . . . . .

I-1

APPENDIX II

-

GENERAL INFORMATION . . . . . . . . . . . . . . . . . . . . . .

II-1

NOTICE OF THE FIRST EXTRAORDINARY GENERAL MEETING OF 2021 .

EGM-1

- i -

PRECAUTIONARY MEASURES FOR THE EXTRAORDINARY GENERAL MEETING

Having considered the influence of COVID-19 epidemic and the guidelines and requirements for the control of its spread, the following precautionary measures will be taken at the EGM by the Company to ensure the safety of Shareholders and other attendees:

  1. compulsory body temperature checks will be conducted on every attendee at the entrance of the venue of the EGM. Any person with a body temperature of over 37.3 degrees Celsius will be denied entry into the venue of the EGM.
  2. all attendees shall bring and wear their own face masks inside the venue of the EGM at all times, and to maintain an appropriate distance between seats.
  3. no souvenirs will be distributed and no refreshments will be served at the EGM.

To the extent permitted by law, any person who does not comply with the precautionary measures (i) to (ii) as set out above may be denied entry into the venue of the EGM at the absolute discretion of the Company in order to ensure the safety of the attendees at the EGM.

In the interest of stakeholders' health and safety, the Company reminds all Shareholders that physical attendance at the EGM is not necessary for the purpose of exercising voting rights. Shareholders, particularly those who are subject to quarantine, are recommended to use a form of proxy with voting instructions inserted to appoint the chairman of the EGM as their proxy to vote on the relevant resolutions at the EGM instead of attending the EGM in person.

The form of proxy is attached to this circular for Shareholders who opt to receive physical circulars. Alternatively, the form of proxy can be downloaded from the designated website of the Stock Exchange (www.hkexnews.hk) and the "Investor Relations - Announcements and Notices" section of the website of the Company (www.polywuye.com). If you are not a registered Shareholder (if your Shares are held via banks, brokers, custodians or the Hong Kong Securities Clearing Company Limited), you should consult directly with your banks or brokers or custodians (as the case may be) to assist you with the appointment of proxy.

- 1 -

PRECAUTIONARY MEASURES FOR THE EXTRAORDINARY GENERAL MEETING

Shareholders are recommended by the Company that physical attendance at the EGM is not necessary. If Shareholders have any questions about the relevant resolutions, or about the Company or any matters for communication with the Board, they are welcome to contact the Company as follows:

Tel: +86 020 8989 9959

Email: stock@polywuye.com

If Shareholders have any questions relating to the EGM, please contact Tricor Investor Services Limited, the share registrar, as follows:

Tricor Investor Services Limited

Level 54, Hopewell Centre

183 Queen's Road East

Hong Kong

E-mail:is-enquiries@hk.tricorglobal.com

Tel: +852 2980 1333

Fax: +852 2810 8185

- 2 -

DEFINITIONS

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

the following meanings:

"2019 Framework Agreements"

the respective connected transaction framework

agreements dated 29 November 2019 entered into

between the Company and each of Poly

Developments and Holdings, Poly Southern,

Guangdong Poly Auction and Poly Changda Overseas

"2020 Property Leasing

the office leasing contract ( 寫字樓租賃合同》) dated

Agreement"

16 October 2020 entered into between Poly Business

Commercial Property and Poly Developments and

Holdings

"2021 Property Leasing

the Poly Developments Property Leasing Agreement

Agreements"

and the Ruichi Property Leasing Agreement

"2021-2023Non-exempt

the 2021-2023 Property Management Services

Framework Agreements"

Framework Agreements, the 2021-2023Pre-delivery

Services Framework Agreement and the 2021-2023

Other Value-added Services Framework Agreement

"2021-2023 Other Property

the respective property management services

Management Services

framework agreements dated 24 March 2021 entered

Framework Agreement"

into between the Company and each of Poly Southern,

Guangdong Poly Auction and Poly Changda Overseas

"2021-2023 Other Value-added

the other value-added services framework agreement

Services Framework

dated 24 March 2021 entered into between the

Agreement"

Company and Poly Developments and Holdings

"2021-2023 Poly Developments

the property management services framework

and Holdings Property

agreement dated 24 March 2021 entered into between

Management Services

the Company and Poly Developments and Holdings

Framework Agreement"

"2021-2023Pre-delivery

the pre-delivery services framework agreement dated

Services Framework

24 March 2021 entered into between the Company and

Agreement"

Poly Developments and Holdings

"2021-2023 Property

the 2021-2023 Poly Developments and Holdings

Management Services

Property Management Services Framework

Framework Agreement(s)"

Agreement and the 2021-2023 Other Property

Management Services Framework Agreement

- 3 -

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Poly Property Development Co. Ltd. published this content on 11 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 May 2021 11:01:04 UTC.