THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

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 disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Siberian Mining Group Company Limited (the "Company"), you should immediately hand this circular, together with the enclosed form of proxy, to the purchaser or transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

SIBERIAN MINING GROUP COMPANY LIMITED

西 伯 利 亞 礦 業 集 團 有 限 公 司 *

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1142)

PROPOSED APPOINTMENT OF AUDITOR

AND

NOTICE OF EXTRAORDINARY GENERAL MEETING

Unless the context otherwise requires, all capitalised terms used in this circular have the meanings set out in the section headed "Definitions" of this circular.

A letter from the Board is set out on pages 3 to 5 of this circular.

A notice convening the extraordinary general meeting of Siberian Mining Group Company Limited to be held at Units 1603-1604, 16th Floor, Causeway Bay Plaza I, 489 Hennessy Road, Causeway Bay, Hong Kong on 13 May 2021 (Thursday) at 3:00 p.m. is set out on pages 6 to 7 of this circular.

Whether or not you are able to attend the extraordinary general meeting in person, you are requested to complete and return the form of proxy enclosed with this circular in accordance with the instructions printed thereon to the Company's branch share registrar in Hong Kong, Tricor Tengis Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible and in any event before 3:00 p.m. on 11 May 2021 (Tuesday), which is no less than 48 hours before the time appointed for holding the extraordinary general meeting or any adjournment (as the case may be) thereof. Completion and return of the form of proxy will not preclude you from attending and voting at the meeting or any adjourned meeting (as the case may be) in person if you so wish.

PRECAUTIONARY MEASURES FOR THE EXTRAORDINARY GENERAL MEETING ("EGM'')

Please see page 1 of this circular for measures to be taken to prevent and control the spread of the 2019 novel coronavirus disease ("COVID-19") at the EGM, including:

  • compulsory body temperature checks and health declarations
  • wearing of surgical face masks at the EGM venue and throughout the EGM
  • no distribution of corporate gifts and no serving of refreshments

Any person who does not comply with the precautionary measures for COVID-19 will be denied entry into the EGM venue. All attendees will be required to wear surgical face masks. The Company reminds the Shareholders that they may appoint the chairman of the meeting as their proxy to vote on the relevant resolution at the EGM as an alternative to attending the EGM in person.

20 April 2021

* For identification purpose only

CONTENTS

Page

PRECAUTIONARY MEASURES FOR THE EGM..............................................................

1

DEFINITIONS............................................................................................................................

2

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

3

NOTICE OF EGM.....................................................................................................................

6

- i -

PRECAUTIONARY MEASURES FOR THE EGM

In view of the ongoing 2019 novel coronavirus disease ("COVID-19") pandemic and recent requirements for prevention and control of its spread, the Company will implement the following preventive measures at the EGM to protect the attending Shareholders, staff and other stakeholders from the risk of infection:

  1. Compulsory body temperature checks will be conducted on all Shareholders, proxies and other attendees at the entrance of the EGM venue. Any person with a body temperature of over 37.3 degrees Celsius will be denied entry into the EGM venue or be required to leave the EGM venue.
  2. All Shareholders, proxies and other attendees are required to complete and submit at the entrance of the EGM venue a health declaration form. Any person who does not comply with this requirement will be denied entry into the EGM venue or be required to leave the EGM venue.
  3. All attendees will be required to wear surgical face masks at all times at the EGM venue (including while queuing for registration outside the EGM venue and throughout the EGM), and to maintain a safe distance between seats. No masks will be provided at the EGM venue and attendees should wear their own masks.
  4. No corporate gifts will be distributed and no refreshments will be served.

Attendees are in addition requested to observe and practise good personal hygiene at all times. To the extent permitted under law, the Company reserves the right to deny entry of any person into the EGM venue or require any person to leave the EGM venue in order to ensure the safety of the attendees at the EGM.

Due to the constantly evolving COVID-19 pandemic situation in Hong Kong, the Company may be required to change the EGM arrangements at short notice. Shareholders should check the Company's website at http://siberian.todayir.com for future announcements and updates on the EGM arrangements.

In the interest of all stakeholders' health and safety and consistent with recent COVID-19 guidelines for prevention and control, the Company reminds all the Shareholders that physical attendance in person at the EGM is not necessary for the purpose of exercising voting rights. As an alternative, by using form of proxy with voting instructions inserted, the Shareholders may appoint the chairman of the EGM as their proxy to vote on the relevant resolution at the EGM instead of attending the EGM in person.

The form of proxy for the EGM is enclosed with this circular. Alternatively, the form of proxy can be downloaded from the Company's website at http://siberian.todayir.com and the website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk.

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, brokers or custodians (as the case may be) to assist you in the appointment of proxy.

- 1 -

DEFINITIONS

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

"Board"

the board of Directors

"Company"

Siberian Mining Group Company Limited, a company

incorporated in the Cayman Islands with limited liability,

the shares of which are listed on the Main Board of the Stock

Exchange

"Director(s)"

the director(s) of the Company

"EGM"

the extraordinary general meeting of the Company to be held

at Units 1603-1604, 16th Floor, Causeway Bay Plaza I, 489

Hennessy Road, Causeway Bay, Hong Kong on 13 May 2021

(Thursday) at 3:00 p.m. to consider and, if thought fit, to

approve the appointment of Prism CPA as the auditor of the

Company

"EGM Notice"

the notice convening the EGM as set out on pages 6 to 7 of this

circular

"Group"

the Company and its subsidiaries

"Hong Kong"

the Hong Kong Special Administrative Region of the People's

Republic of China

"Listing Rules"

the Rules Governing the Listing of Securities on the Stock

Exchange

"Prism CPA"

Prism CPA Limited

"Registrar"

the branch share registrar and transfer office of the Company

in Hong Kong, being Tricor Tengis Limited, at Level 54,

Hopewell Centre, 183 Queen's Road East, Hong Kong

"Share(s)"

the ordinary share(s) of HK$2.00 each in the capital of the

Company

"Shareholder(s)"

holder(s) of the Share(s)

"Stock Exchange"

The Stock Exchange of Hong Kong Limited

- 2 -

LETTER FROM THE BOARD

SIBERIAN MINING GROUP COMPANY LIMITED

西 伯 利 亞 礦 業 集 團 有 限 公 司 *

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1142)

Executive Directors:

Registered Office:

LEE Jaeseong (Chairman)

Cricket Square

IM Jonghak

Hutchins Drive

Independent Non-executive Directors:

P.O. Box 2681

Grand Cayman, KY1-1111

CHEN Dai

Cayman Islands

KWOK Kim Hung Eddie

Head Office and Principal Place of

LEUNG Yau Wan John

Business in Hong Kong:

Units A & B, 15th Floor

Chinaweal Centre

414-424 Jaffe Road

Causeway Bay, Hong Kong

20 April 2021

To the Shareholders,

Dear Sir or Madam,

PROPOSED APPOINTMENT OF AUDITOR

AND

NOTICE OF EXTRAORDINARY GENERAL MEETING

1. INTRODUCTION

Reference is made to the announcement of the Company dated 13 April 2021 in relation to the proposed appointment of its auditor.

The purpose of this circular is to provide you with further information regarding, among other things, (i) the proposed appointment of auditor; and (ii) the notice of the EGM.

* For identification purpose only

- 3 -

LETTER FROM THE BOARD

  1. PROPOSED APPOINTMENT OF AUDITOR
    As set out in the announcement of the Company dated 13 April 2021, the Board proposed, at the recommendation of the audit committee of the Company, to appoint Prism CPA as the new auditor of the Company to fill the casual vacancy following the resignation of JH CPA Alliance Limited and to hold office until the conclusion of the next annual general meeting of the Company, subject to the approval by the Shareholders at the EGM. Pursuant to article 158 of the articles of association of the Company, the Company shall as soon as practicable convene an extraordinary general meeting for approving the appointment of Prism CPA and for fixing its remuneration.
    The proposed appointment of Prism CPA as auditor of the Company shall be approved by the Shareholders. As such, an ordinary resolution will be proposed at the EGM for the Shareholders to approve the appointment of Prism CPA as auditor of the Company with effect from the date of the EGM.
    Prism CPA is a registered firm of Certified Public Accountants in Hong Kong. As advised by Prism CPA, Prism CPA is committed to provide quality services to meet the needs of its clients, and place strict standards and expectations on its professional staff so that its clients can be assured of a thorough process with efficient deliverables at reasonable cost.
  2. EGM
    The notice of the EGM is set out on pages 6 to 7 of this circular.
    A form of proxy for use at the EGM is enclosed with this circular. Whether or not you intend to attend and vote in the EGM, you are requested to complete the form of proxy enclosed in accordance with the instructions printed thereon and return the same to the Company's branch share registrar in Hong Kong, Tricor Tengis Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as practicable but in any event before 3:00 p.m. on 11 May 2021 (Tuesday), which is no less than 48 hours before the time appointed for holding the EGM or any adjournment thereof. Completion and return of the form of proxy will not preclude you from subsequently attending and voting at the EGM or any adjourned meeting thereof should you so wish.
    The resolution proposed to be approved at the EGM will be taken by poll and an announcement will be made by the Company after the EGM of the results of the EGM.

- 4 -

LETTER FROM THE BOARD

  1. CLOSURE OF REGISTER OF MEMBERS
    For determining the entitlement of the Shareholders of the Company to attend and vote at the EGM, the register of members of the Company will be closed from Monday, 10 May 2021 to Thursday, 13 May 2021 (both days inclusive) during which period no transfer of shares will be registered. In order to qualify for entitlement to attend and vote at the EGM, all properly completed transfer forms accompanied by the relevant share certificates must be lodged with the Registrar at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not later than 4:30 p.m. on Friday, 7 May 2021.
  2. RESPONSIBILITY STATEMENT
    This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Listing Rules 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 circular 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 circular misleading.
  3. RECOMMENDATION
    Based on the above, the Directors consider that the proposed appointment of Prism CPA is in the best interests of the Company and its Shareholders as a whole. Accordingly, the Directors recommend that the Shareholders vote in favour of the ordinary resolution in relation to the appointment of Prism CPA to be proposed at the EGM.

Yours faithfully,

By Order of the Board

SIBERIAN MINING GROUP COMPANY LIMITED

LEE Jaeseong

Chairman

- 5 -

NOTICE OF EGM

SIBERIAN MINING GROUP COMPANY LIMITED

西 伯 利 亞 礦 業 集 團 有 限 公 司 *

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1142)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT an extraordinary general meeting (the "EGM") of Siberian Mining Group Company Limited (the "Company") will be held at Units 1603-1604, 16th Floor, Causeway Bay Plaza I, 489 Hennessy Road, Causeway Bay, Hong Kong on 13 May 2021 (Thursday) at 3:00 p.m. for the purpose of considering and, if thought fit, passing with or without modifications the following resolution as an ordinary resolution of the Company:

ORDINARY RESOLUTION

"THAT Prism CPA Limited be and is hereby appointed as auditor of the Company following the resignation of JH CPA Alliance Limited and to hold office until the conclusion of the next annual general meeting of the Company and the board of directors of the Company be and is hereby authorized to fix its remuneration."

By Order of the Board

SIBERIAN MINING GROUP COMPANY LIMITED

LEE Jaeseong

Chairman

Hong Kong, 20 April 2021

Principal Place of Business:

Units A & B, 15th Floor

Chinaweal Centre

414-424 Jaffe Road

Causeway Bay

Hong Kong

* For identification purpose only

- 6 -

NOTICE OF EGM

Notes:

  1. A member of the Company entitled to attend and vote at the aforesaid extraordinary general meeting (the "EGM") is entitled to appoint one or (if holding two or more shares) more proxies to attend and vote in his stead. A proxy need not be a member of the Company.
  2. To be valid, the form of proxy together with any power of attorney or other authority under which it is signed or a notarially certified copy of that power of attorney or authority must be deposited with the Hong Kong branch share registrar of the Company, Tricor Tengis Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong
    Kong before 3:00 p.m. on 11 May 2021 (Tuesday), which is not later than 48 hours before the time fixed for holding the EGM or any adjournment thereof.
  3. In order to determine the entitlement of the Shareholders of the Company to attend and vote at the EGM, the register of members of the Company will be closed from Monday, 10 May 2021 to Thursday, 13 May 2021 (both days inclusive) during which period no transfer of shares will be registered. In order to qualify for entitlement to attend and vote at the EGM, all properly completed transfer forms accompanied by the relevant share certificates must be lodged with the Company's Hong Kong branch share registrar, Tricor Tengis Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not later than 4:30 p.m. on Friday, 7 May 2021.
  4. Completion and return of the form of proxy will not preclude members from attending and voting at the EGM.
  5. The voting on the proposed resolution at the EGM will be conducted by way of poll.
  6. (a) Subject to paragraph (b) below, if a tropical cyclone warning signal No. 8 or above is expected to be hoisted or a black rainstorm warning signal is expected to be in force at any time between 8:00 a.m. and 5:00 p.m. on the date of the EGM, the EGM will be postponed and Shareholders will be informed of the date, time and venue of the postponed EGM by a supplemental notice posted on the respective websites of the Company and Hong Kong Exchanges and Clearing Limited.
    1. If a tropical cyclone warning signal No. 8 or above or a black rainstorm warning signal is lowered or cancelled 4 hours before the time for holding of the EGM (i.e. at or before 11:00 a.m.) and where conditions permit, the EGM will be held as scheduled.
    2. The EGM will be held as scheduled if an amber or red rainstorm warning signal is in force.
    3. After considering their own situations, Shareholders should decide on their own whether or not they will attend the EGM under any bad weather condition and if they do so, they are advised to exercise care and caution.
  7. In order to facilitate the prevention and control of the spread of the Novel Coronavirus pandemic and to safeguard the health and safety of the Shareholders of the Company, the Company encourages its Shareholders to consider appointing the chairman of the EGM as his/her proxy to vote on the relevant resolution at the EGM as an alternative to attending the EGM in person.
  8. The Chinese translation of this notice is for reference only, and in case of any inconsistency, the English version shall prevail.

- 7 -

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Siberian Mining Group Company Limited published this content on 19 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 April 2021 01:13:04 UTC.