Zhejiang New Century Hotel Management : Notice of H Share Class Meeting

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.

Zhejiang New Century Hotel Management Co., Ltd.

एϪකʩৢֳ၍ଣٰ΅Ϟࠢʮ̡

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

(Stock Code: 1158)

NOTICE OF H SHARE CLASS MEETING

Notice is hereby given that the H Share Class Meeting of Zhejiang New Century Hotel Management Co., Ltd. (the "Company") will be held at Wonderland Conference Room, 4th Floor, No. 379 Dongning Road, Pengbu Street, Jianggan District, Hangzhou City, Zhejiang Province, the People's Republic of China at 10:00 a.m. on Tuesday, 13 April 2021 for the purpose of considering and, if thought fit, passing the following resolution as a special resolution.

Capitalised terms defined in the composite document dated 19 March 2021 jointly issued by the Company and Kunpeng Asia Limited (the "Offeror") shall have the same meanings when used herein unless otherwise specified.

SPECIAL RESOLUTION

"THAT:

(a) subject to minimum valid acceptances of the H Share Offer being received (and not, where permitted, withdrawn) by 4:00 p.m. on the Closing Date (or such later time or date as the Offeror may, subject to the Takeovers Code, decide) amounting to at least 90% of the H Shares held by the Independent H Shareholders, the Delisting be and is hereby approved; and

(b) any director of the Company be and is hereby authorised to take such other action and execute such documents or deeds as he may consider necessary or desirable for the purpose of implementing the Delisting."

By order of the Board

Zhejiang New Century Hotel Management Co., Ltd.

JIN Wenjie

Chairman and Executive Director

The PRC, 19 March 2021

Notes:

• 1. Pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"), all resolutions at H Share Class Meeting will be taken by poll. The results of the poll will be published on the websites of Hong Kong Exchanges and Clearing Limited (www.hkexnews.hk) and the Company (www.kaiyuanhotels.com) in accordance with the requirements of the Listing Rules.

• 2. Holders of the Company's H shares ("H Shares") whose names appear on the register of members of the Company on Thursday, 8 April 2021 are entitled to attend and vote at the H Share Class Meeting. The register of members of the Company will be closed from Thursday, 8 April 2021 to Tuesday, 13 April 2021 (both days inclusive), during which period no transfer of H Shares will be effected. In order to be eligible to attend and vote at the H Share Class Meeting, any holders of H Shares whose transfers have not been registered must deposit the transfer documents together with the relevant share certificates at the Company'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 Wednesday, 7 April 2021.

• 3. A shareholder of the Company entitled to attend and vote at the H Share Class Meeting is entitled to appoint one or more proxies to attend and, in the event of a poll, vote on his/her behalf. The proxy appointed is not necessarily a shareholder of the Company. Every shareholder present in person or by proxy shall be entitled to one vote for each share held by him/her.

• 4. The proxy form must be signed by the shareholder or his/her attorney duly authorised in writing. Where the shareholder is a legal person, the proxy form should be executed under its common seal or under the hand of its director or an attorney duly authorised to sign the same. If the proxy form is signed by an authorised person by the shareholder, the power of attorney or other documents of authorisation must be notarised. To be valid, the form of proxy together with power of attorney or other authority (if any) under which it is signed or a notarially certified copy of that power of attorney or authority, must be deposited to the Company's H Share Registrar, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not later than 24 hours before the time appointed for holding the H Share Class Meeting or its any adjournment(s).

• 5. Individual shareholders who attend the meeting in person shall present its identification. Shareholders who attend the meeting by proxy also shall present its identification and power of attorney except the identification of the principal. A legal person shareholder should attend the meeting by its legal representative or the proxy entrusted by the legal representative. Legal representative attending the meeting shall present its identity card and the valid certificate which can prove that he/she has the certification of legal representative. If appointed to attend the meeting, the proxy shall present its identity card and written power of attorney issued by the legal representative of the legal person shareholder unit.

• 6. Others

  The H Share Class Meeting is expected to conclude in a day. All attending shareholders shall arrange the transport and accommodation on their own and bear relevant expenses for attendance.

  Name of the standing contact person: Mr. Li Donglin/Ms. Feng Jinyu Phone number: (86 571) 8830 5131

  Email address:[e-mail]

As at the date of this notice, the Board comprises Mr. JIN Wenjie and Mr. CHEN Miaoqiang as executive Directors; Mr. CHEN Canrong, Mr. JIANG Tianyi, Mr. ZHOU Rong and Mr. XIE Bingwu as non-executive Directors; and Mr. ZHANG Rungang, Mr. KHOO Wun Fat William and Ms. QIU Yun as independent non-executive Directors.