PDF《China Risun Group Limited 中国旭阳集团有限公司》

1 C Independent Non-executive Directors independent non-executive Directors of the Company Issue Mandate a general and unconditional mandate proposed to be granted to the Directors to exercise the power of the Company to allot, issue or otherwise deal with Shares up to a maximum of 20% of the number of issued Shares as at the date of passing the relevant resolution at the AGM Latest Practicable Date May 20, 2019, being the latest practicable date prior to the printing of this circular for the purpose of ascertaining certain information contained in this circular Listing Date the date, being, March 15, 2019, on which the Shares are listed on the Stock Exchange and from which dealings in the Shares are permitted to commence on the Main Board of the Stock Exchange Mr. Yang Mr. Yang Xuegang (杨雪岗), an executive Director, the chairman of the Board, chief executive officer and a controlling shareholder of the Company PRC or China the People'

s Republic of China, excluding, for the purpose of this circular only, Hong Kong, Macau Special Administrative Region of the PRC, and Taiwan region Repurchase Mandate a general and unconditional mandate proposed to be granted to the Directors to enable them during the relevant period to repurchase Shares, the number of which shall not exceed 10% of the number of issued Shares as at the date of passing the relevant resolution at the AGM SFO the Securities and Futures Ordinance (Chapter

571 of the Laws of Hong Kong) Shareholder(s) the holder(s) of the Shares Share(s) the ordinary shares of HK$0.1 each in the share capital of the Company Stock Exchange The Stock Exchange of Hong Kong Limited Takeovers Code the Code on Takeovers and Mergers and Share Buy-backs issued by the Securities and Futures Commission of Hong Kong DEFINITIONS C

2 C Texson Limited Texson Limited (泰克森有限公司), a company incorporated in the BVI on February 19,

2004 and wholly-owned by Mr. Yang and a controlling shareholder of the Company % per cent DEFINITIONS C

3 C China Risun Group Limited 中国旭阳集团有限公司 (Incorporated in the Cayman Islands with limited liability) (Stock Code: 1907) Board of Directors: Executive Directors: Mr. Yang Xuegang (Chairman and Chief Executive Officer) Mr. Zhang Yingwei Mr. Han Qinliang Mr. Wang Fengshan Mr. Wang Nianping Mr. Yang Lu Independent Non-executive Directors: Mr. Kang Woon Mr. Yu Kwok Kuen Harry Mr. Wang Yinping Registered Office: Cricket Square Hutchins Drive, PO Box

2681 Grand Cayman, KY1-1111 Cayman Islands Corporate Headquarters: Building 4, Block

5 ABP Area, No.

188 South 4th Ring Road West Fengtai District Beijing, PRC

100070 Place of Business in Hong Kong: Suite 2303, COFCO Tower No.

262 Gloucester Road Hong Kong May 28,

2019 To the Shareholders

2018 ANNUAL GENERAL MEETING Dear Sir or Madam, INTRODUCTION On behalf of the Board of Directors, I invite you to attend the AGM to be held on Friday, June 28,

2019 at 10:00 a.m. at Suite 2303, COFCO Tower, No.

262 Gloucester Road, Hong Kong. LETTER FROM THE BOARD C

4 C The purpose of this circular is to provide you with the notice of the AGM and to provide you with the information reasonably necessary to enable you to make an informed decision on whether to vote for or against the proposed resolutions at the AGM. BUSINESS OF THE AGM 1. To consider and approve the Report of the Board of Directors of the Company for the year ended December 31,

2018 The full text of the report of the Board of Directors for the year ended December 31,

2018 is set out in the section headed Report of the Board of Directors in the Company'