Petro king Oilfield Services : Announcements and Notices - NOTICE OF EXTRAORDINARY GENERAL MEETING

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PETRO-KING OILFIELD SERVICES LIMITED

百勤油田服務有限公司

(Incorporated in the British Virgin Islands with limited liability)

(Stock Code: 2178)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an extraordinary general meeting (the "EGM") of Petro-king Oilfield Services Limited (the "Company") will be held at 17th Floor, Tower 2, Silvercord, 30 Canton Road, Tsim Sha Tsui, Kowloon, Hong Kong on Monday, 1 February 2021 at 3:00 p.m., to consider and, if thought fit, pass, with or without modifications, the following resolutions:

ORDINARY RESOLUTIONS

1. "THAT:

1. the sale and purchase agreement (the "Star Petrotech SPA") dated 13 November 2020 and entered into between Sheraton Investment Worldwide Ltd. as vendor and 百勤能源科技（惠州）有限公司 (Petro-king Energy Technology (Huizhou) Co., Ltd.#) ("Petro-kingHuizhou") as purchaser in relation to the proposed disposal of the entire issued shares in Star Petrotech Pte. Ltd. ("Star Petrotech") (a copy of which has been tabled at the EGM and marked "A" and signed by the chairman of the EGM for identification purpose) and the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified; and

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1. any one director of the Company (the "Director(s)") be and is hereby authorised to, on behalf of the Company, do all such acts and things, to sign and execute such documents or agreements or deeds and take all such actions as he/she may in his/her absolute discretion consider necessary, appropriate, desirable or expedient for the purposes of giving effect to or in connection with the Star Petrotech SPA and the transactions contemplated thereunder and agree to such variation, amendment or waiver as are, in the opinion of such Director, in the interest of the Company and its shareholders as a whole."

2. "THAT:

1. the capital increase agreement (the "Employee Capital Increase Agreement") dated

13 November 2020 and entered into, among others, 深圳巿龍凱管理諮詢合夥企業 （有限合夥）(Shenzhen Longkai Management Consulting Partnership Enterprise (Limited Partnership)# ) (the "Employee Partnership Enterprise") and Petro-king Huizhou in relation to the capital contribution by the Employee Partnership Enterprise in the amount of RMB2 million to the registered capital and the capital reserve of Petro-king Huizhou (a copy of which has been tabled at the EGM and marked "B" and signed by the chairman of the EGM for identification purpose) and the transactions contemplated thereunder, be and are hereby

approved, confirmed and ratified; and

1. any one Director be and is hereby authorised to, on behalf of the Company, do all such acts and things, to sign and execute such documents or agreements or deeds and take all such actions as he/she may in his/her absolute discretion consider necessary, appropriate, desirable or expedient for the purposes of giving effect to or in connection with the Employee Capital Increase Agreement and the transactions contemplated thereunder and agree to such variation, amendment or waiver as are, in the opinion of such Director, in the interest of the Company and its shareholders as a whole."

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1. "THAT:
2. 1. the capital increase agreement (the "Independent Capital Increase Agreement I") dated 13 November 2020 and entered into, among others, Mr. Zhang Yang and Petro-king Huizhou in relation to the capital contribution by Mr. Zhang Yang in the amount of RMB10 million to the registered capital and the capital reserve of Petro-king Huizhou (a copy of which has been tabled at the EGM and marked "C" and signed by the chairman of the EGM for identification purpose) and the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified; and
   2. any one Director be and is hereby authorised to, on behalf of the Company, do all such acts and things, to sign and execute such documents or agreements or deeds and take all such actions as he/she may in his/her absolute discretion consider necessary, appropriate, desirable or expedient for the purposes of giving effect to or in connection with the Independent Capital Increase Agreement I and the transactions contemplated thereunder and agree to such variation, amendment or waiver as are, in the opinion of such Director, in the interest of the Company and its shareholders as a whole."
3. "THAT:
4. 1. the capital increase agreement (the "Independent Capital Increase Agreement II") dated 13 November 2020 and entered into, among others, Mr. Zhou Xian and Petro-king Huizhou in relation to the capital contribution by Mr. Zhou Xian in the amount of RMB5 million to the registered capital and the capital reserve of Petro-king Huizhou (a copy of which has been tabled at the EGM and marked "D" and signed by the chairman of the EGM for identification purpose) and the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified; and
   2. any one Director be and is hereby authorised to, on behalf of the Company, do all such acts and things, to sign and execute such documents or agreements or deeds and take all such actions as he/she may in his/her absolute discretion consider necessary, appropriate, desirable or expedient for the purposes of giving effect to or in connection with the Independent Capital Increase Agreement II and the transactions contemplated thereunder and agree to such variation, amendment or waiver as are, in the opinion of such Director, in the interest of the Company and its shareholders as a whole."

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1. "THAT:
2. 1. the capital increase agreement (the "Independent Capital Increase Agreement III") dated 13 November 2020 and entered into, among others, 東方港灣（橫琴） 投資管理有限公司 (Dongfang Gangwan (Hengqin) Investment Management Co., Ltd.#) (the "Independent Subscriber III") and Petro-king Huizhou in relation to the capital contribution by the Independent Subscriber III in the amount of RMB5 million to the registered capital and the capital reserve of Petro-king Huizhou (a copy of which has been tabled at the EGM and marked "E" and signed by the chairman of the EGM for identification purpose) and the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified; and
   2. any one Director be and is hereby authorised to, on behalf of the Company, do all such acts and things, to sign and execute such documents or agreements or deeds and take all such actions as he/she may in his/her absolute discretion consider necessary, appropriate, desirable or expedient for the purposes of giving effect to or in connection with the Independent Capital Increase Agreement III and the transactions contemplated thereunder and agree to such variation, amendment or waiver as are, in the opinion of such Director, in the interest of the Company and its shareholders as a whole."
3. "THAT:
4. 1. the capital increase agreement (the "Independent Capital Increase Agreement IV") dated 13 November 2020 and entered into, among others, Mr. Zhang Houdong and Petro-king Huizhou in relation to the capital contribution by Mr. Zhang Houdong in the amount of RMB5 million to the registered capital and the capital reserve of Petro-king Huizhou (a copy of which has been tabled at the EGM and marked "F" and signed by the chairman of the EGM for identification purpose) and the transactions contemplated thereunder, be and are hereby approved, confirmed and ratified; and
   2. any one Director be and is hereby authorised to, on behalf of the Company, do all such acts and things, to sign and execute such documents or agreements or deeds and take all such actions as he/she may in his/her absolute discretion consider necessary, appropriate, desirable or expedient for the purposes of giving effect to or in connection with the Independent Capital Increase Agreement IV and the transactions contemplated thereunder and agree to such variation, amendment or waiver as are, in the opinion of such Director, in the interest of the Company and its shareholders as a whole."

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