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.
Lanzhou Zhuangyuan Pasture Co., Ltd.*
(a joint stock limited liability company incorporated in the People’s Republic of China)
(Stock Code: 1533)
NOTICE OF THE 2022 SECOND H SHAREHOLDERS CLASS MEETING
NOTICE IS HEREBY GIVEN that the 2022 second H Shareholders class meeting (the “H
Shareholders Class Meeting”) of Lanzhou Zhuangyuan Pasture Co., Ltd.* (the “Company”)
will be held at 4:00 p.m. or immediately after the conclusion of the A Shareholders Class Meeting
or any adjournment thereof (whichever is the later) on 29 June 2022 at Multimedia Conference
Room, 26th Floor Block B, Shanghui Building of Gansu Province, No. 601, Yanyuan Road,
Chengguan District, Lanzhou City, Gansu Province, the PRC for the purposes of considering and,
if thought fit, passing the following resolution:
Save as defined otherwise, capitalised terms defined in the offer document dated 6 June 2022
issued by the Company shall have the same meanings when used herein.
RESOLUTION
1. THAT the Share Buy-back Offer and the Voluntary Withdrawal of Listing pursuant to the
Takeovers Code, the Share Buy-backs Code and the Listing Rules be approved.
2. THAT any director of the Company is hereby authorized to take whatever action necessary
and deemed appropriate, including but without limitation to give, make, sign, execute, seal,
deliver the documents and all such letters, notices, instructions and other documents with
or without amendments (whether of a like nature or not), for the purpose of giving effect to,
consuming, or completing or procuring the completion of the Share Buy-back Offer and the
Voluntary Withdrawal of Listing.
By order of the Board
Lanzhou Zhuangyuan Pasture Co., Ltd.*
Yao Gexian
Chairman
Lanzhou, 6 June 2022
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Notes:
1. ELIGIBILITY FOR ATTENDING THE H SHAREHOLDERS CLASS MEETING
The H Shareholders whose names appear on the register of members of the Company on the close of business
on 27 May 2022 are entitled to attend and vote at the H Shareholders Class Meeting. H Shareholders of the
Company who wish to attend the H Shareholders Class Meeting but have not registered the transfer documents
are required to deposit the transfer documents together with the relevant share certificates at the H Share
Registrar of the Company in Hong Kong, Union Registrars Limited, at Suites 3301-04, 33/F, Two Chinachem
Exchange Square, 338 King’s Road, North Point, Hong Kong by no later than 4:00 p.m. on 27 May 2022 for
registration.
2. PROXY
Shareholders entitled to attend and vote at the H Shareholders Class Meeting may appoint one or more proxies
to attend and vote in their stand. A proxy need not be a Shareholder of the Company.
The instrument appointing a proxy must be in writing under the hand of a Shareholder or his attorney duly
authorised in writing. If the Shareholder is a corporate body and appoints a person other than its legal
representative, the proxy form must be either executed under its common seal or under the hand of its legal
representative or duly authorised attorney(s). If the proxy form is signed by an attorney of the Shareholder, the
power of attorney authorising that attorney to sign or other authorisations document must be notarised.
For holders of H Shares, the proxy form together with the power of attorney or other authorisation document (if
any) or the relevant authorisation document (if any) must be lodged at the Share Registrar of the Company in
Hong Kong, Union Registrars Limited, at Suites 3301-04, 33/F, Two Chinachem Exchange Square, 338 King’s
Road, North Point, Hong Kong in person or by post not less than 24 hours before the time fixed for holding the
H Shareholders Class Meeting (i.e. by no later than 4:00 p.m. on 28 June 2022) or any adjournment thereof or
not less than 24 hours before the time appointed for taking the poll (as the case may be). Shareholders can still
attend and vote at the H Shareholders Class Meeting upon completion and return of the proxy form.
3. ADDRESS AND TELEPHONE NUMBER OF THE CONTACT PERSON WHO HANDLES THE
MEETING AFFAIRS
Name: Ms. Pan Lai
Address: 26th Floor, Block B, Shanghui Building of Gansu Province, No. 601, Yanyuan Road, Chengguan
District, Lanzhou City, Gansu Province, the PRC
Telephone: +86-0931-8753001
Fax No.: +86-0931-8699582
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4. PROCEDURES FOR VOTING AT THE H SHAREHOLDERS CLASS MEETING
In accordance with the requirements of Rule 13.39(4) of the Rules Governing the Listing of Securities on The
Stock Exchange of Hong Kong Limited, any vote of shareholders at a general meeting shall be taken by poll
except where the chairman, in good faith, decides to allow a resolution which relates purely to a procedural or
administrative matter to be voted on by a show of hands. Therefore, according to Article 106 of the articles of
association of the Company, a poll will be demanded by the chairman of the H Shareholders Class Meeting so
that the resolution set out in this notice of H Shareholders Class Meeting will be decided on a poll. On a poll
taken at the meeting, shareholders (including proxies) entitled to two or more votes are not required to cast all
their vote.
5. OTHER BUSINESS
H Shareholders (in person or by proxy) attending the H Shareholders Class Meeting are responsible for their
own transportation and accommodation expenses. H Shareholders or their proxies attending the H Shareholders
Class Meeting shall produce their identity documents.
As at the date of this notice, the Board of the Company comprises the non-independent directors of
the Company are Mr. Yao Gexian, Mr. Lian Enzhong, Mr. Zhang Yu, Mr. Yang Yi, Mr. Ma Hongfu
and Ms. Zhang Qianyu; and the independent directors of the Company are Mr. Wang Haipeng, Mr.
Zhang Yubao and Mr. Sun Jian.
* For identification purposes only
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