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.

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the ''EGM'') of China Netcom Technology Holdings Limited (the ''Company'') will be held at 10:00 a.m. on Friday, 14 July 2017 at United Conference Centre, 10/F., United Centre, 95 Queensway, Admiralty, Hong Kong for the purpose of considering and, if thought fit, passing with or without modifications, the following resolutions of the Company:

''THAT:

ORDINARY RESOLUTIONS

  1. the subscription (the ''Subscription'') of 390,000,000 new shares in the share capital of the Company (each a ''Subscription Share'', and collectively, the ''Subscription Shares'') at the subscription price of HK$0.082 per Subscription Share as contemplated under the subscription agreement dated 12 April 2017 (as amended by a side letter dated 23 April 2017 and a second side letter dated 16 June 2017) entered into between the Company as issuer and 51RENPIN.COM INC. as subscriber (the ''Subscriber'') (the ''Subscription Agreement'') (a copy of the Subscription Agreement is marked ''A'' and signed by the chairman of the meeting for identification purpose has been tabled at the meeting) and the Subscription Agreement together with the side letter dated 23 April 2017 and the second side letter dated 16 June 2017 be and are hereby approved;

  2. subject to the fulfilment or waiver of the conditions precedent set out in the Subscription Agreement, the grant of specific mandate (the ''Specific Mandate'') to the directors of the Company (the ''Director(s)'') to exercise the powers of the Company to allot and issue the Subscription Shares at HK$0.082 per Subscription Share to the Subscriber pursuant to and in accordance with the terms and conditions of the Subscription Agreement be and is hereby approved, and such Subscription Shares (upon issue) shall rank pari passu in all respects with the then existing issued shares of the Company (the ''Share(s)''); and

  3. any one Director be and is hereby authorised to execute all such documents, instruments, agreements and deeds and do all such acts, matters and things that are ancillary to the Subscription and the grant of the Specific Mandate, as he/she may in his or her absolute discretion consider necessary or desirable for the purpose of and in connection with the implementation of the Subscription Agreement and the transactions contemplated thereunder, including the grant of the Specific Mandate and the allotment and issuance of the Subscription Shares, and to agree to such variations of the terms of the Subscription Agreement and the transactions contemplated thereunder as he or she may in his or her absolute discretion consider necessary or desirable.''

By order of the Board

China Netcom Technology Holdings Limited Leung Ngai Man

Chairman and Executive Director

Hong Kong, 23 June 2017

As at the date hereof, the executive Directors are Mr. Leung Ngai Man and Ms. Wu Wei Hua; and the independent non-executive Directors are Mr. Cai Wei Lun, Mr. Qi Ji and Ms. Xuan Hong.

Registered office: Cricket Square Hutchins Drive

P.O. Box 2681

Grand Cayman KY1-1111 Cayman Islands

Head office and principal place of business in Hong Kong:

Unit 1006, 10th Floor Tower One Lippo Centre 89 Queensway

Hong Kong

Notes:

  1. A member entitled to attend and vote at the EGM is entitled to appoint one or, if he/she is the holder of two or more shares of the Company, more than one proxy to attend and, subject to the provisions of the articles of association of the Company, to vote on his behalf. A proxy needs not be a member of the Company but must be present in person at the EGM to represent the member. If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.

  2. A form of proxy for use at the EGM is enclosed. Whether or not you intend to attend the EGM in person, you are encouraged to complete and return the enclosed form of proxy in accordance with the instructions printed thereon. Completion and return of a form of proxy will not preclude a member from attending in person and voting at the EGM or any adjournment thereof, should he so wish and in such event, the form of proxy shall be deemed to be revoked.

  3. In order to be valid, the form of proxy, together with a power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power or authority must be deposited at the Company's branch share registrar in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre 183 Queen's Road East, Hong Kong no later than Wednesday, 12 July 2017 at 10: 00 a.m. (Hong Kong Time).

  4. In the case of joint holders of shares of the Company, any one of such holders may attend and vote at the EGM, either personally or by proxy, in respect of such shares as if he was solely entitled thereto, but if more than one of such joint holders are present at the EGM personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such shares shall alone be entitled to vote in respect thereof.

  5. The register of members will be closed from Tuesday, 11 July 2017 to Friday, 14 July 2017 both days inclusive, during which no transfer of shares will be registered. In order to be entitled to attend and vote at the EGM to be held on Friday, 14 July 2017, all properly completed transfer forms accompanied by the relevant share certificates must be lodged with the branch share registrar of the Company in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong no later than 4:30 p.m. (Hong Kong Time) on Monday, 10 July 2017.

This notice, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited (''GEM'') for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this notice is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this notice misleading.

This notice will remain on the ''Latest Company Announcements'' page of the GEM website at www.hkgem.com for a minimum period of 7 days from the date of its publication and on the Company's website at www.chinanetcomtech.com.

China Netcom Technologies Holdings Ltd. published this content on 23 June 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 22 June 2017 22:44:05 UTC.

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