Hilong : Proposals for General Mandates to Repurchase Shares and to Issue Shares, Re-election of Retiring Directors and Notice of Annual General Meeting

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in doubt about this circular, you should consult your stockbroker, other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Hilong Holding Limited, you should at once hand this circular together with the accompanying annual report and form of proxy to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

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

Hilong Holding Limited

海隆控股有限公司*

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1623)

PROPOSALS FOR GENERAL MANDATES

TO REPURCHASE SHARES AND TO ISSUE SHARES,

RE-ELECTION OF RETIRING DIRECTORS

AND

NOTICE OF ANNUAL GENERAL MEETING

The notice convening the 2021 annual general meeting (the "AGM") of Hilong Holding Limited (the "Company") to be held at Meeting Room of 20/F, Office Building No.1 Shimao International Centre, No. 13 Gongti North Road, Chaoyang District, Beijing, China on Friday, 18 June 2021 at 10:00 a.m. is set out in this circular. Whether or not you intend to attend the AGM, please complete the accompanying form of proxy for use at the AGM in accordance with the instructions stated thereon and return it to the Company's Hong Kong share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for the AGM (i.e. not later than 10:00 a.m. on Wednesday, 16 June 2021 (Hong Kong time)) or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting in person at the AGM and at any adjournment thereof if you so wish. In such event, the form of proxy shall be deemed to be revoked.

* For identification purposes only

19 April 2021

		CONTENTS
			Page
Definitions . . .	. . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
Letter from the Board	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
Appendix I	-	Explanatory Statement for Repurchase Mandate . . . . . . . .	7
Appendix II	-	Biographical Details of Retiring Directors Proposed
		for Re-election . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	10
Notice of 2021 Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	14

DEFINITIONS

In this circular, the following expressions have the following meanings unless the context

requires otherwise:

"AGM"	the 2021 annual general meeting of the Company
"Articles"	the articles of association of the Company
"Board"	the board of Directors
"Company"	Hilong Holding 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
"Core Connected Person(s)"	has the meaning ascribed to it under the Listing Rules
"Director(s)"	the director(s) of the Company
"Group"	the Company and its subsidiaries
"Issue Mandate"	a general and unconditional mandate to be granted to
	the Directors to issue, allot and deal with unissued
	Shares of not exceeding 20 per cent of the total
	number of issued shares of the Company as at the date
	of passing of the relevant resolution
"Latest Practicable Date"	13 April 2021, being the latest practicable date prior to
	the printing of this circular for ascertaining certain
	information in this circular
"Listing Rules"	the Rules Governing the Listing of Securities on The
	Stock Exchange of Hong Kong Limited, as amended
	from time to time
"Repurchase Mandate"	a general and unconditional mandate to be granted to
	the Directors to exercise all powers of the Company to
	repurchase on the Stock Exchange, or any other stock
	exchange on which the Shares may be listed, Shares of
	not exceeding 10 per cent of the total number of
	issued shares of the Company as at the date of passing
	of the relevant resolution
"SFO"	the Securities and Futures Ordinance, Chapter 571 of
	the Laws of Hong Kong

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	DEFINITIONS
"Share(s)"	the ordinary share(s) of HK$0.10 each in the share
	capital of the Company
"Shareholder(s)"	the registered holder(s) of the Share(s)
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Takeovers Code"	the Code on Takeovers and Mergers issued by the
	Hong Kong Securities and Futures Commission, as
	amended from time to time
"HK$"	Hong Kong dollar(s), the lawful currency of Hong
	Kong

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LETTER FROM THE BOARD

Hilong Holding Limited

海隆控股有限公司*

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1623)

Executive Directors:	Registered Office:
Mr. ZHANG Jun (Chairman and Executive Chairman)	Cricket Square
Mr. WANG Tao (汪濤) (Chief Executive Officer)	Hutchins Drive
	PO Box 2681
Non-executive Directors:	Grand Cayman, KY1-1111
Ms. ZHANG Shuman	Cayman Islands
Dr. YANG Qingli
Mr. CAO Hongbo	Principal Place of Business
	in Hong Kong:
Independent Non-executive Directors:	Level 54, Hopewell Centre
Mr. WANG Tao (王濤)	183 Queen's Road East
Mr. WONG Man Chung Francis	Hong Kong
Mr. SHI Zheyan
	19 April 2021
To the Shareholders
Dear Sir / Madam,

PROPOSALS FOR GENERAL MANDATES

TO REPURCHASE SHARES AND TO ISSUE SHARES

AND

RE-ELECTION OF RETIRING DIRECTORS

INTRODUCTION

The purpose of this circular is to provide you with information regarding the resolutions to be proposed at the AGM to be held on Friday, 18 June 2021. These include ordinary resolutions relating to the granting to the Directors the Repurchase Mandate and the Issue Mandate, and the re-election of each of the retiring Directors.

• For identification purposes only

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