Wang On : NOTICE OF SPECIAL GENERAL MEETING

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WANG ON GROUP LIMITED

（ 宏 安 集 團 有 限 公 司 ）*

(Incorporated in Bermuda with limited liability)

(Stock Code: 1222)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting (the "SGM") of Wang On Group Limited (the "Company") will be held at Grand Ballroom, Lower Ground Level, Hong Kong Gold Coast Hotel, 1 Castle Peak Road, Gold Coast, Hong Kong on Wednesday, 26 August 2020 at 12:30 p.m. for the purpose of considering and, if thought fit, passing, with or without amendment, the following resolution as ordinary resolution of the Company:

ORDINARY RESOLUTION

1. "THAT:

1. the effective disposal by Wai Yuen Tong Medicine Holdings Limited ("WYT"), a listed subsidiary of the Company, of 161,718,625 ordinary share(s) of HK$0.01 each ("EOG Share(s)") in the share capital of Easy One Financial Group Limited ("EOG") held by WYT or its subsidiaries or any such number of EOG Shares representing WYT's entire holding in EOG through the cancellation of all such EOG Shares in exchange for Caister Limited (i) transferring to WYT eight
2. 1. ordinary shares of HK$0.01 each ("Shares") in the share capital of the Company; and (ii) paying to WYT HK$0.3 per EOG Share (and the resultant acquisition by WYT of the Shares) (the "WYT Disposal"), and all the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified; and

• For identification purpose only

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1. any one or more of the directors of the Company be and is/are hereby authorised to do all such acts and things and execute all such documents which he/she/they consider necessary, desirable or expedient for the purpose of, or in connection with, the implementation of and giving effect to the WYT Disposal and the transactions contemplated thereunder."

	By Order of the board of
	WANG ON GROUP LIMITED
	(宏安集團有限公司)*
	Mak Yuen Ming, Anita
	Company Secretary
Hong Kong, 24 July 2020
Registered office:	Head office and principal place
Clarendon House	of business in Hong Kong:
2 Church Street	Suite 3202, 32/F., Skyline Tower
Hamilton HM 11	39 Wang Kwong Road
Bermuda	Kowloon Bay
	Kowloon
	Hong Kong

Notes:

1. The register of members of the Company will be closed from Tuesday, 18 August 2020 to Monday, 24 August 2020, both dates inclusive, during which period no transfer of shares of the Company ("Shares") will be registered. In order to be entitled to attend and vote at the SGM, all transfers of Shares accompanied by the relevant share certificates and properly completed and signed transfer forms must be lodged with the branch share registrar and transfer office of the Company in Hong Kong, Tricor Tengis Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong for registration no later than 4:30 p.m. on Monday, 17 August 2020.
2. Any member of the Company ("Member") entitled to attend and vote at the SGM is entitled to appoint another person as his proxy to attend and vote instead of him. A Member who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf at the SGM. A proxy need not be a Member.
3. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under its seal or under the hand of an officer, attorney or other person authorised to sign the same.

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1. In order to be valid, a form of proxy, together with any power of attorney or other authority, if any, under which it is signed, or a certified copy of such power or authority, must be deposited at the Company's branch share registrar and transfer office in Hong Kong, Tricor Tengis Limited, Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong, as soon as practicable and in any event not later than 48 hours before the time appointed for holding the SGM or any adjournment thereof (as the case may be). Completion and delivery of the form of proxy will not preclude Members from attending and voting at the SGM or any adjournment thereof (as the case may be) should they so wish and in such event, the instrument appointing a proxy shall be deemed to be revoked. The record date for the determination of the entitlement to attend and vote at the SGM will be the close of business on Thursday, 20 August 2020.
2. Where there are joint holders of any shares, any one of such holders may vote at the SGM either personally or by proxy in respect of such shares as if he/she was solely entitled thereto provided that if more than one of such joint holders be present at the SGM whether personally or by proxy, the person whose name stands first on the register of members of the Company in respect of such shares shall be accepted to the exclusion of the votes of the other joint holders.
3. The above resolution will be voted by way of a poll at the SGM.

As at the date of this notice, the executive directors of the Company are Mr. Tang Ching Ho, Ms. Yau Yuk Yin and Mr. Chan Chun Hong, Thomas, and the independent non-executive directors of the Company are Mr. Wong Chun, Justein and Mr. Siu Kam Chau.

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