Redsun Services : (1) PROPOSED RE-ELECTION OF RETIRING DIRECTORS (2) PROPOSED GRANTING OF GENERAL MANDATES TO REPURCHASE SHARES AND TO ISSUE SHARES AND (3) NOTICE OF THE ANNUAL GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

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

If you have sold or transferred all your shares in Redsun Services Group Limited, you should at once hand this circular and the accompanying form of proxy to the purchaser or transferee or to the licensed securities dealer or registered institution in securities 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.

Redsun Services Group Limited

弘 陽 服 務 集 團 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1971)

1. PROPOSED RE-ELECTION OF RETIRING DIRECTORS
2. PROPOSED GRANTING OF GENERAL MANDATES TO

REPURCHASE SHARES AND TO ISSUE SHARES

AND

(3) NOTICE OF THE ANNUAL GENERAL MEETING

Capitalised terms used in this cover shall have the same meanings as those defined in this circular.

A notice convening the annual general meeting of Redsun Services Group Limited to be held at Unit 6111-12, 61/F, The Center, No. 99 Queen's Road Central, Hong Kong on Friday, 18 June 2021 at 10 a.m. is set out on pages 15 to 19 of this circular. A form of proxy for use at the Annual General Meeting is also sent to the Shareholders together with this circular. Such form of proxy is also published on the websites of the Stock Exchange (www.hkexnews.hk) and the Company (www.rsunservice.hk).

Whether or not you intend to attend the Annual General Meeting, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return the same to Computershare, the branch share registrar of the Company in Hong Kong, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for the holding of the Annual General Meeting or any adjournment thereof. Completion and return of the form of proxy shall not preclude you from attending and voting in person at the Annual General Meeting or any adjournment thereof if you so desire.

19 April 2021

CONTENTS

Page

DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 1. INTRODUCTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3

2. PROPOSED RE-ELECTION OF RETIRING DIRECTORS . . . . . . . . . . . . . . 4

3. PROPOSED GRANTING OF GENERAL MANDATE TO

REPURCHASE SHARES AND TO ISSUE SHARES. . . . . . . . . . . . . . . . . . . 4 4. PROPOSED FINAL DIVIDEND . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6

5. CLOSURE OF REGISTER OF MEMBERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6

6. ANNUAL GENERAL MEETING AND PROXY ARRANGEMENT . . . . 6

7. RECOMMENDATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7

8. ADDITIONAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7

APPENDIX I - DETAILS OF THE RETIRING DIRECTORS PROPOSED TO BE RE-ELECTED AT THE

ANNUAL GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8

APPENDIX II - EXPLANATORY STATEMENT ON

THE SHARE REPURCHASE MANDATE . . . . . . . . . . . . . . . . . . . 12 NOTICE OF ANNUAL GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15

- i -

DEFINITIONS

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

''2020 Annual	a final dividend of HK$6.2 cent per Share for the year ended 31
Dividend''	December 2020
''Annual General	the annual general meeting of the Company to be held at Unit
Meeting''	6111-12, 61/F, The Center, No. 99 Queen's Road Central, Hong
	Kong on Friday, 18 June 2021 at 10 a.m., or any adjournment
	thereof, to consider and, if thought fit, approve the resolutions
	contained in the notice of the Annual General Meeting which is
	set out on pages 15 to 19 of this circular
''Articles of	the amended and restated memorandum and articles of
Association''	association of the Company, as amended, supplemented or
	otherwise modified from time to time
''Board''	the board of Directors
''Company''	Redsun Services Group Limited (弘陽服務集團有限公司), a
	company incorporated in the Cayman Islands with limited
	liability, the shares of which are listed on the Main Board of
	the Stock Exchange (Stock Code: 1971)
''Computershare''	Computershare Hong Kong Investor Services Limited, the
	branch share registrar of the Company in Hong Kong
''controlling	has the meaning ascribed to it under the Listing Rules
shareholder(s)''
''Director(s)''	the director(s) of the Company
''Group''	the Company and its subsidiaries
''HK$''	Hong Kong dollars, the lawful currency of Hong Kong
''Hong Kong''	the Hong Kong Special Administrative Region of the PRC
''Hong Yang Group	Hong Yang Group Company Limited (弘陽集團有限公司), a
Company''	limited liability company incorporated in Hong Kong and a
	controlling Shareholder
''Issuance Mandate''	a general mandate proposed to be granted to the Directors as set
	out in item 7 of the notice of the Annual General Meeting
''Latest Practicable	13 April 2021, being the latest practicable date prior to the
Date''	printing of this circular for ascertaining certain information in
	this circular

- 1 -

	DEFINITIONS
''Listing Rules''	the Rules Governing the Listing of Securities on The Stock
	Exchange of Hong Kong Limited
''PRC''	the People's Republic of China
''Redsun Services	Redsun Services Group (Holdings) Limited (弘陽服務集團（控股）
Group (Holdings)''	有限公司), a limited liability company incorporated under the
	laws of the British Virgin Islands, and a controlling Shareholder
''SFO''	the Securities and Futures Ordinance (Chapter 571 of the Laws
	of Hong Kong)
''Share(s)''	ordinary share(s) in the capital of the Company with a nominal
	value of HK$0.01 each
''Shareholder(s)''	holder(s) of Share(s)
''Share Repurchase	a general mandate proposed to be granted to the Directors as set
Mandate''	out in item 6 of the notice of the Annual General Meeting
''Stock Exchange''	The Stock Exchange of Hong Kong Limited
''Takeovers Code''	the Code on Takeovers and Mergers as amended from time to
	time
''%''	per cent

- 2 -

LETTER FROM THE BOARD

Redsun Services Group Limited 弘 陽 服 務 集 團 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1971)

Non-Executive Directors:	Registered Office:
Mr. HE Jie (Chairman)	Offices of Walkers Corporate Limited
Mr. LUO Yanbing	190 Elgin Avenue
	George Town
Executive Directors:	Grand Cayman KY1-9008
Mr. YANG Guang	Cayman Islands
Ms. ZENG Zixi
	Principal Place of Business and
Independent Non-executive Directors:	Head Office in the PRC
Mr. JING Zhishan	25th Floor
Ms. WANG Fen	Hong Yang Building
Mr. YIM Kai Pung	No. 9 Daqiao North Road
	Nanjing, Jiangsu Province
	the PRC
	Place of Business in Hong Kong
	registered under part 16
	of the Companies Ordinance:
	Unit 6111-12, 61/F
	The Center
	No. 99 Queen's Road Central
	Hong Kong
	19 April 2021
To the Shareholders
Dear Sir/Madam,

1. PROPOSED RE-ELECTION OF RETIRING DIRECTORS
2. PROPOSED GRANTING OF GENERAL MANDATES TO

REPURCHASE SHARES AND TO ISSUE SHARES

AND

1. NOTICE OF THE ANNUAL GENERAL MEETING

1. INTRODUCTION

The purpose of this circular is to provide the Shareholders with information of the

resolutions to be proposed, and if thought fit, to be approved at the Annual General Meeting in respect of:

1. the re-election of the retiring Directors;

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LETTER FROM THE BOARD

1. the granting of the Share Repurchase Mandate and the Issuance Mandate to the Directors; and
2. the proposed payment of the 2020 Annual Dividend.

2. PROPOSED RE-ELECTION OF RETIRING DIRECTORS

Pursuant to Article 108(a) of the Articles of Association, at each annual general meeting one-third of the Directors for the time being, or, if their number is not three or a multiple of three, then the number nearest to but not less than one-third, shall retire from office by rotation provided that every Director (including those appointed for a specific term) shall be subject to retirement by rotation at least once every three years. A retiring Director shall be eligible for re-election.

In accordance with Article 108(a) of the Articles of Association, Mr. He Jie, Mr. Yang Guang and Mr. Luo Yanbing shall retire from their offices as Directors at the Annual General Meeting. Mr. He Jie, Mr. Yang Guang and Mr. Luo Yanbing, being eligible, will offer themselves for re-election at the Annual General Meeting. The details of Mr. He Jie, Mr. Yang Guang and Mr. Luo Yanbing are set out in Appendix I to this circular.

The Nomination Committee has reviewed the structure and composition of the Board, the qualifications, skills, knowledge and experience and contributions of the retiring Directors, having regard to the nomination policy and the board diversity policy of the Company. The Nomination Committee is of the view that the retiring Directors have extensive experience in different fields and professions that are relevant to the Company's business. In addition, their respective background, experience and knowledge allow them to provide valuable and relevant insights and contribute to the diversity of the Board. Accordingly, the Nomination Committee has recommended them to the Board for re-election and the Board has endorsed the recommendations of the Nomination Committee and recommended all retiring Directors to stand for re-election at the Annual General Meeting.

3. PROPOSED GRANTING OF GENERAL MANDATE TO REPURCHASE SHARES AND TO ISSUE SHARES

Pursuant to the resolutions passed by the sole Shareholder on 12 June 2020, the Directors were granted (i) a general mandate to exercise all the powers of the Company to repurchase Shares with an aggregate number of not exceeding 10% of the aggregate number of the Shares in issue as at the Listing Date; and (ii) a general mandate to allot, issue or deal with additional Shares of not exceeding 20% of the total number of issued Shares as at the Listing Date, and such general mandate was extended by adding the total number of Shares repurchased by the Company since the granting of the share repurchase mandate in (i) above.

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LETTER FROM THE BOARD

Such mandates will lapse at the conclusion of the Annual General Meeting. In order to give the Company the flexibility to repurchase Shares and issue Shares if and when appropriate, ordinary resolutions will be proposed at the Annual General Meeting to approve:

1. the granting of the Share Repurchase Mandate to the Directors to exercise all the powers of the Company to repurchase Shares with an aggregate number of not more than 10% of the aggregate number of the Shares in issue as at the date of passing of such ordinary resolution (i.e. 41,500,000 Shares, on the basis that the total number of issued Shares will remain unchanged on the date of the Annual General Meeting);
2. the granting of the Issuance Mandate to the Directors to allot, issue or deal with additional Shares of not exceeding 20% of the total number of issued Shares as at the date of passing of such ordinary resolution (i.e. 83,000,000 Shares on the basis that the total number of issued Shares will remain unchanged on the date of the Annual General Meeting); and
3. the extension of the Issuance Mandate by adding the total number of Shares repurchased by the Company since the granting of the Share Repurchase Mandate.

Each of the Issuance Mandate and the Share Repurchase Mandate will remain in effect until the earliest of the following:

1. the conclusion of the next annual general meeting of the Company;
2. the expiration of the period within which the next annual general meeting of the Company is required to be held under any applicable laws or the Articles of Association; or
3. it is varied, revoked or renewed by an ordinary resolution of the Shareholders at a general meeting.

The Directors wish to state that they have no immediate plan to repurchase any Shares pursuant to the Share Repurchase Mandate or to issue any Shares pursuant to the Issuance Mandate.

An explanatory statement required by the Listing Rules to provide the Shareholders with the information reasonably necessary to enable such Shareholders to make an informed decision on whether to vote for or against the ordinary resolution to approve the granting of the Share Repurchase Mandate is set out in Appendix II to this circular.

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LETTER FROM THE BOARD

4. PROPOSED FINAL DIVIDEND

As disclosed in the announcement of the Company dated 23 March 2021, the Board recommended the payment of the 2020 Annual Dividend of HK$6.2 cents per Share for the year ended 31 December 2020 to the Shareholders subject to the approval of the Shareholders at the Annual General Meeting. The proposed 2020 Annual Dividend is expected to be paid in cash to the Shareholders on or about Friday, 23 July 2021.

5. CLOSURE OF REGISTER OF MEMBERS

The register of members of the Company will be closed during the following periods and during these periods, no transfer of Shares will be registered:

1. To attend and vote at the Annual General Meeting

For the purpose of ascertaining the Shareholders' entitlement to attend and vote at the Annual General Meeting, the register of members of the Company will be closed from Tuesday, 15 June 2021 to Friday, 18 June 2021, both days inclusive. In order to be eligible to attend and vote at the Annual General Meeting, all transfers of Shares accompanied by the relevant share certificates and appropriate transfer forms must be lodged for registration with Computershare at Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not later than 4 : 30 p.m. on Friday, 11 June 2021.

(ii) To qualify for the proposed 2020 Annual Dividend

For the purpose of ascertaining the Shareholders' entitlement to the proposed 2020 Annual Dividend, the register of members of the Company will be closed from Tuesday, 6 July 2021 to Thursday, 8 July 2021, both days inclusive. In order to qualify for the proposed 2020 Annual Dividend, all transfers of Shares accompanied by the relevant share certificates and appropriate transfer forms must be lodged for registration with Computershare at Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4 : 30 p.m. on Monday, 5 July 2021.

6. ANNUAL GENERAL MEETING AND PROXY ARRANGEMENT

The notice of the Annual General Meeting is set out on pages 15 to 19 of this circular.

Pursuant to Rule 13.39(4) of the Listing Rules and Article 72 of the Articles of Association, any vote of shareholders at a general meeting must be taken by poll except where the chairman, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands. An announcement on the poll results will be published by the Company after the Annual General Meeting in the manner prescribed under Rule 13.39(5) of the Listing Rules.

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LETTER FROM THE BOARD

A form of proxy for use at the Annual General Meeting is sent to the Shareholders together with this circular. Such form of proxy is also published on the websites of the Stock Exchange (www.hkexnews.hk) and the Company (www.rsunservice.hk). Whether or not you intend to attend the Annual General Meeting, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return the same to Computershare, the branch share registrar of the Company in Hong Kong, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for the holding of the Annual General Meeting or any adjournment thereof. Completion and return of the form of proxy shall not preclude you from attending and voting in person at the Annual General Meeting if you so desire.

To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, no Shareholder is required to abstain from voting at the Annual General Meeting.

7. RECOMMENDATION

The Directors consider that (i) the proposed re-election of the retiring Directors; (ii) the proposed granting of the Share Repurchase Mandate and Issuance Mandate to the Directors; and (iii) the proposed payment of the 2020 Annual Dividend are in the best interests of the Company and the Shareholders as a whole. Accordingly, the Directors recommend the Shareholders to vote in favour of all resolutions to be proposed at the Annual General Meeting.

8. ADDITIONAL INFORMATION

Your attention is drawn to the additional information set out in the appendices to this circular.

Yours faithfully,

For and on behalf of the Board

Redsun Services Group Limited

He Jie

Chairman

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APPENDIX I	DETAILS OF THE RETIRING DIRECTORS PROPOSED
	TO BE RE-ELECTED AT THE ANNUAL GENERAL MEETING

The following are the details of the Directors who will retire, and being eligible, offer themselves for re-election at the Annual General Meeting.

NON-EXECUTIVE DIRECTORS

Mr. HE Jie (何捷)

Mr. He Jie (''Mr. He''), aged 58, was appointed as our chairman of the Board and non-executive Director on 16 March 2020. He is primarily responsible for assisting the planning of corporate strategy of our Group. From March 2018 to January 2021, Mr. He Jie has been the executive director and chief executive officer of Redsun Properties Group Limited (Stock Exchange stock code: 1996), a company that is controlled by Mr. Zeng, the ultimate Controlling Shareholder. In January 2021, Mr. He Jie resigned as an executive director and the chief executive officer of Redsun Properties Group Limited and became a vice president of Hong Yang Group Company Limited.

Mr. He joined Hong Yang Group Company as a vice president in October 2012, and remained in position until March 2018. He served as the president of Hong Yang Group Company's properties department from May 2017 to March 2018, during which he was responsible for the business operation of real estates. Prior to joining Hong Yang Group Company, Mr. He Jie was the executive president of Tianzheng Group Nanjing Properties Co., Ltd. (天正集團南京置業有限公司), and was primarily in charge of the company's business and management, formulating properties development strategies and properties investment from April 2005 to July 2012. He served as the executive president of Tianzheng Group Shanghai Investment Co., Ltd. (天正集團上海投資有限公司) from December 2001 to March 2005, during which his responsibilities included managing the company's business operations, formulating investment and management procedures, and articulating and implementing the company's investment plans. He has over 20 years of experience of business management and operations in the real estate industry.

Mr. He received a bachelor degree in laser technology from Zhejiang University (浙江 大學) in the PRC in July 1985. He later obtained a master degree in engineering from the same university in June 1988. In April 2003, Mr. He obtained a master of business administration degree from China Europe International Business School (中歐國際工商學 院).

Mr. He has entered into a Director's service agreement with the Company for a term of three years, subject to retirement from office and re-election at the next following general meeting of the Company in accordance with the articles of association of the Company. Pursuant to the Director's service agreement, Mr. He will not receive any emolument in his capacity as a non-executive Director.

Saved as disclosed above, Mr. He (i) held no other directorships in any listed public companies in the last three years; and (ii) does not have any relationship with any Directors, senior management, substantial shareholders or controlling shareholders of the Company. As at the Latest Practicable Date, Mr. He did not have any other interests in the securities of the Company within the meaning of Part XV of the Securities and Futures Ordinance.

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APPENDIX I	DETAILS OF THE RETIRING DIRECTORS PROPOSED
	TO BE RE-ELECTED AT THE ANNUAL GENERAL MEETING

Save as disclosed above, as at the Latest Practicable Date, there is no other information relating to Mr. He that is required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and no other matter in relation to his proposed re-election that needs to be brought to the attention of the Shareholders.

Mr. LUO Yanbing (羅艷兵)

Mr. Luo Yanbing (''Mr. Luo''), aged 46, was appointed as a non-executive Director on 16 March 2020. Mr. Luo is primarily responsible for providing strategic advice and recommendations on the operations and management of our Group. Mr. Luo joined Hong Yang Group Company in March 2018 as the assistant president and the chief information officer and was mainly responsible for the information system infrastructure and workflow management of Hong Yang Group Company. Prior to joining Hong Yang Group Company, Mr. Luo was the general manager of the information department and the chief information officer of Seazen Group Co., Ltd. (Shanghai Stock Exchange stock code: 601155) from January 2011 to February 2018 and was mainly responsible for the information system infrastructure. Mr. Luo has over ten years of experience in information system infrastructure and innovative technology in the PRC real estate industry.

Mr. Luo obtained a bachelor degree in electrical motor and control from Fuzhou University (福州大學) in the PRC in July 1998. He later obtained a master degree in software engineering from Shanghai Jiao Tong University (上海交通大學) in the PRC in July 2007.

Mr. Luo has entered into a Director's service agreement with the Company for a term of three years, subject to retirement from office and re-election at the next following general meeting of the Company in accordance with the articles of association of the Company. Pursuant to the Director's service agreement, Mr. Luo will not receive any emolument in his capacity as a non-executive Director.

Mr. Luo held no other directorships in any listed public companies in the last three years. Saved as disclosed above, Mr. Luo does not have any relationship with any Directors, senior management, substantial shareholders or controlling shareholders of the Company. As at the Latest Practicable Date, Mr. Luo did not have any other interests in the securities of the Company within the meaning of Part XV of the Securities and Futures Ordinance.

Save as disclosed above, as at the Latest Practicable Date, there is no other information relating to Mr. Luo that is required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and no other matter in relation to his proposed re-election that needs to be brought to the attention of the Shareholders.

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APPENDIX I	DETAILS OF THE RETIRING DIRECTORS PROPOSED
	TO BE RE-ELECTED AT THE ANNUAL GENERAL MEETING

EXECUTIVE DIRECTOR

Mr. YANG Guang (楊光)

Mr. YANG Guang (''Mr. Yang''), aged 41, was appointed as our executive Director on 16 March 2020 and executive president in December 2019. Prior to that, he had been our vice president since he joined our Group in January 2019. Mr. Yang Guang is primarily responsible for the overall management of our Group. He has approximately 21 years of experience in property management services.

Mr. Yang was the general manager of the Beijing branch of Longhu Property Service Group Co., Ltd. (龍湖物業服務集團有限公司) from September 2016 to January 2017, the vice general manager of the Sunan branch of Longhu Property Service Group Co., Ltd. from February 2017 to August 2017, and the general manager of the Nanjing branch, Hefei branch and Xuzhou branch of Longhu Property Service Group Co., Ltd. from August 2017 to January 2019, during which he was mainly responsible for the operational management and overall development.

Prior to joining our Group, Mr. Yang was also the vice general manager of Xin Cheng Yue Property Management Services Co., Ltd. (西藏新城悅物業服務股份有限公司) (previously known as Jiangsu Xin Cheng Property Management Services Co., Ltd. (江蘇 新城物業服務有限公司)) from July 2014 to May 2015, the vice general manager and Changzhou branch general manager of Xin Cheng Yue Property Management Services Co., Ltd. from May 2015 to February 2016, and the vice general manager and Nanjing branch general manager of Xin Cheng Yue Property Management Services Co., Ltd. from February 2016 to September 2016, during which he was mainly responsible for assisting the planning of business strategies, business operations, and the management and development of its Changzhou branch and Nanjing branch. From June 2013 to August 2014, Mr. Yang Guang was the vice general manager of the Taizhou Wanda Commercial Plaza Management Co., Ltd. (泰州萬達廣場商業管理有限公司), during which he was mainly responsible for property management. Prior to that, Mr. Yang Guang joined Nanjing Red Star International Furniture Decoration City Co., Ltd. (南京紅星國際傢俱裝飾城有限公司) as the department head of the property department in September 2007. He was also the manager of Nanjing China Merchants Property Management Co., Ltd. (南京招商局物業管 理有限公司) from July 1999 to May 2005.

Mr. Yang received a graduation certificate for the completion of the tourism management course at Nanjing Normal University (南京師範大學) in the PRC in January 2009. Mr. Yang Guang was qualified as a National Property Management Enterprise Manager (全國物業管理企業經理) by the Human Resources and Education Department of the Ministry of Urban-Rural Development (建設部人事教育司) and the Housing and Real Estate Department of the Ministry of Urban-Rural Development (建設部住宅與房地產業 司) of the PRC in July 2002.

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APPENDIX I	DETAILS OF THE RETIRING DIRECTORS PROPOSED
	TO BE RE-ELECTED AT THE ANNUAL GENERAL MEETING

Mr. Yang has entered into a Director's service agreement with the Company for a term of three years, subject to retirement from office and re-election at the next following general meeting of the Company in accordance with the articles of association of the Company. Pursuant to the Director's service agreement, Mr. Yang will receive an annual Director's emolument of RMB300,000 in his capacity as an executive Director, which is subject to annual review by the Board and was determined on the basis of his experience, knowledge, qualifications, duties and responsibilities within the Group and the prevailing market conditions, and management bonus and other benefits as determined by the Board at its discretion from time to time.

Mr. Yang held no other directorships in any listed public companies in the last three years. Mr. Yang does not have any relationship with any Directors, senior management, substantial shareholders or controlling shareholders of the Company. As at the Latest Practicable Date, Mr. Yang did not have any other interests in the securities of the Company within the meaning of Part XV of the Securities and Futures Ordinance.

Save as disclosed above, as at the Latest Practicable Date, there is no other information relating to Mr. Yang that is required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and no other matter in relation to his proposed re-election that needs to be brought to the attention of the Shareholders.

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APPENDIX II	EXPLANATORY STATEMENT ON
	THE SHARE REPURCHASE MANDATE

The following is an explanatory statement required by Rule 10.06(1)(b) of the Listing Rules to provide the Shareholders with information reasonably necessary to enable such Shareholders to make an informed decision on whether to vote for or against the ordinary resolution to approve the granting of the Share Repurchase Mandate.

1. SHARE CAPITAL

As at the Latest Practicable Date, the total number of issued Shares is 415,000,000.

Subject to the passing of the ordinary resolution in respect of the granting of the Share Repurchase Mandate and on the basis that the total number of issued Shares will remain unchanged on the date of the Annual General Meeting, being 415,000,000 Shares, the Directors would be authorized under the Share Repurchase Mandate to repurchase, during the period in which the Share Repurchase Mandate remains in force, up to 41,500,000 Shares, representing approximately 10% of the total number of issued Shares as at the date of the Annual General Meeting.

2. REASONS FOR SHARE REPURCHASE

The Directors believe that it is in the best interests of the Company and Shareholders for the Directors to receive the general authority from the Shareholders to repurchase Shares in the market. Repurchases of Shares will only be made when the Directors believe that such repurchases will benefit the Company and the Shareholders. Such repurchases may, depending on market conditions and funding arrangements at the time, lead to an enhancement of the net value of the Company and its assets and/or its earnings per Share.

3. FUNDING OF SHARE REPURCHASE

In repurchasing Shares, the Company may only apply funds legally available for such purpose in accordance with the Articles of Association and the applicable laws of the Cayman Islands.

Any payment for the repurchase of Shares will be drawn from the profits or share premium of the Company or from the proceeds of a fresh issue of Shares made for the purpose of the repurchase or, subject to the Companies Law of the Cayman Islands, out of capital and, in the case of any premium payable on the purchase, out of the profits of the Company or from sums standing to the credit of the share premium account of the Company or, subject to the Companies Law of the Cayman Islands, out of capital.

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APPENDIX II	EXPLANATORY STATEMENT ON
	THE SHARE REPURCHASE MANDATE

4. IMPACT OF SHARE REPURCHASE

The Directors do not propose to exercise the Share Repurchase Mandate to such an extent as would, under the circumstances, have a material adverse effect in the opinion of the Directors on the working capital requirements of the Company or its gearing levels. However, there might be a material adverse impact on the working capital or gearing position of the Company as compared with the position disclosed in the audited accounts contained in the annual report of the Company for the year ended 31 December 2020 in the event that the Share Repurchase Mandate is exercised in full.

5. MARKET PRICES OF SHARES

The highest and lowest prices per Share at which Shares have traded on the Stock Exchange during each of the previous twelve months up to and including the Latest Practicable Date were as follows:

Month	Highest	Lowest
	HK$	HK$
2020
July	7.13	4.15
August	7.72	6.11
September	6.68	5.26
October	6.17	5.05
November	5.32	4.85
December	5.12	4.44
2021
January	5.80	4.50
February	4.99	4.25
March	4.90	4.08
April (up to the Latest Practicable Date)	4.49	4.25

6. GENERAL

None of the Directors or, to the best of their knowledge, having made all reasonable enquiries, any of their respective close associates (as defined in the Listing Rules) has any present intention to sell any Shares to the Company or its subsidiaries.

No core connected person (as defined in the Listing Rules) of the Company has notified the Company that he/she/it has a present intention to sell any Shares to the Company, or has undertaken not to do so, if the Share Repurchase Mandate is exercise.

The Directors have undertaken to the Stock Exchange that, so far as the same may be applicable, they will exercise the Share Repurchase Mandate in accordance with the Listing Rules and the applicable laws of the Cayman Islands.

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APPENDIX II	EXPLANATORY STATEMENT ON
	THE SHARE REPURCHASE MANDATE

7. TAKEOVERS CODE

If as a result of a securities repurchase pursuant to the Share Repurchase Mandate, a Shareholder's proportionate interest in the voting rights of the Company increases, such increase will be treated as an acquisition of voting rights for the purpose of Rule 32 of the Takeovers Code. Accordingly, a Shareholder, or a group of Shareholders acting in concert (within the meaning of the Takeovers Code), depending on the level of the increase of the Shareholders' interest, could obtain or consolidate control of the Company and become obliged to make a mandatory offer in accordance with Rule 26 of the Takeovers Code as a result.

As at the Latest Practicable Date, Redsun Services Group (Holdings) were entitled to exercise voting rights of approximately 72.77% of the total issued share capital of the Company.

If the Share Repurchase Mandate is fully exercised, then, the total number of Shares which will be repurchased pursuant to the Share Repurchase Mandate shall be 41,500,000 Shares (being 10% of the issued share capital of the Company based on the aforesaid assumptions). The percentage shareholding of Redsun Services Group (Holdings) will increase from approximately 72.77% to approximately 80.86% of the issued share capital of the Company immediately following the full exercise of the Share Repurchase Mandate. To the best knowledge and belief of the Directors, the Directors are not aware of any Shareholder or group of Shareholders acting in concert, who may become obliged to make a mandatory offer in accordance with Rule 26 of the Takeovers Code as a consequence of any repurchases pursuant to the Share Repurchase Mandate.

In the event that the Share Repurchase Mandate is fully exercised, the percentage of Shares held by the public would fall below the minimum prescribed level of 25% under the Listing Rules. However, the Directors have no present intention to exercise the Share Repurchase Mandate to such an extent that, under the circumstances, there would be insufficient public float as prescribed under the Listing Rules.

8. REPURCHASE OF SHARES MADE BY THE COMPANY

During the six months prior to the Latest Practicable Date, the Company had not repurchased any of the Shares (whether on the Stock Exchange or otherwise).

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NOTICE OF ANNUAL GENERAL MEETING

Redsun Services Group Limited

弘 陽 服 務 集 團 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1971)

NOTICE IS HEREBY GIVEN that an annual general meeting (the ''Annual General Meeting'') of Redsun Services Group Limited (the ''Company'') will be held at Unit 6111-12, 61/F, The Center, No. 99 Queen's Road Central, Hong Kong on Friday, 18 June 2021 at

10 a.m. for the following purposes:

ORDINARY RESOLUTIONS

1. To receive, consider and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors and auditor for the year ended 31 December 2020.
2. (a) To re-elect Mr. He Jie as a non-executive director of the Company;
3. 1. To re-elect Mr. Yang Guang as an executive director of the Company; and
   2. To re-elect Mr. Luo Yanbing as a non-executive director of the Company.
4. To authorize the board of directors of the Company (the ''Board'') to fix the remuneration of all directors of the Company (the ''Directors'').
5. To re-appoint Ernst & Young as the auditor of the Company, to hold office until the conclusion of the next annual general meeting of the Company, and to authorize the Board to fix their remuneration.
6. To declare a final dividend for the year ended 31 December 2020.
7. ''THAT:
8. 1. subject to paragraph (b) below, a general mandate be and is hereby generally and unconditionally given to the Directors to exercise during the Relevant Period (as defined below) all the powers of the Company to purchase its shares in accordance with all applicable laws, rules and regulations;
   2. the total number of shares of the Company to be purchased pursuant to the mandate in paragraph (a) above shall not exceed 10% of the total number of issued shares of the Company as at the date of passing of this resolution

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NOTICE OF ANNUAL GENERAL MEETING

(subject to adjustment in the case of subdivision and consolidation of the shares of the Company) and the said mandate shall be limited accordingly; and

1. for the purposes of this resolution:
   ''Relevant Period'' means the period from the passing of this resolution until whichever is the earliest of:
2. 1. the conclusion of the next annual general meeting of the Company;
   2. the expiration of the period within which the next annual general meeting of the Company is required by the articles of association of the Company or any applicable laws to be held; and
   3. the date on which the authority set out in this resolution is revoked or varied by an ordinary resolution of the shareholders in general meeting.''

7. ''THAT:

1. subject to paragraph (c) below, a general mandate be and is hereby generally and unconditionally given to the Directors during the Relevant Period (as defined below) to allot, issue and deal with additional shares of the Company, or securities convertible into shares of the Company, or options, warrants or similar rights to subscribe for any shares of the Company, and to make or grant offers, agreements and options which might require the exercise of such powers;
2. the mandate in paragraph (a) above shall authorize the Directors to make or grant offers, agreements and options during the Relevant Period which would or might require the exercise of such powers after the end of the Relevant Period;
3. the total number of shares allotted or agreed conditionally or unconditionally to be allotted by the Directors pursuant to the mandate in paragraph (a) above, otherwise than pursuant to:
4. 1. a Rights Issue (as defined below);
   2. the exercise of options under a share option scheme of the Company;
   3. any scrip dividend scheme or similar arrangement providing for the allotment of shares in lieu of the whole or part of a dividend on shares of the Company in accordance with the articles of association of the Company; and

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NOTICE OF ANNUAL GENERAL MEETING

1. the exercise of rights of subscription or conversion under the term of any securities convertible into shares of the Company, or options, warrants or similar rights to subscribe for any shares of the Company;

shall not exceed 20% of the total number of issued shares of the Company on the date of passing of this resolution (subject to adjustment in the case of subdivision and consolidation of the shares of the Company) and the said mandate shall be limited accordingly; and

1. for the purposes of this resolution:
   ''Relevant Period'' means the period from the passing of this resolution until whichever is the earliest of:
2. 1. the conclusion of the next annual general meeting of the Company;
   2. the expiration of the period within which the next annual general meeting of the Company is required by the articles of association of the Company or any applicable laws to be held; and
   3. the date on which the authority set out in this resolution is revoked or varied by an ordinary resolution of the shareholders in general meeting.

''Rights Issue'' means an offer of shares open for a period fixed by the Directors to holders of shares of the Company or any class thereof on the register on a fixed record date in proportion to their then holdings of such shares or class thereof (subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or having regard to any restrictions or obligations under the laws of any relevant jurisdiction or the requirements of any recognized regulatory body or any stock exchange).''

8. ''THAT conditional upon the passing of resolutions set out in items 6 and 7 of the notice convening this meeting (the ''Notice''), the general mandate referred to in the resolution set out in item 7 of the Notice be and is hereby extended by the addition to the total number of shares which may be allotted and issued or agreed conditionally or unconditionally to be allotted and issued by the Directors pursuant to such general mandate of an amount representing the total number of

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NOTICE OF ANNUAL GENERAL MEETING

shares purchased by the Company pursuant to the mandate referred to in resolution set out in item 6 of the Notice, provided that such amount shall not exceed 10% of the total number of issued shares of the Company as at the date of passing of this resolution (subject to adjustment in the case of subdivision and consolidation of the shares of the Company).''

By Order of the Board

Redsun Services Group Limited

He Jie

Chairman

Hong Kong, 19 April 2021

Notes:

1. Any shareholder of the Company entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy to attend and vote on his/her behalf. A proxy need not be a shareholder of the Company. A shareholder who is the holder of two or more shares of the Company may appoint more than one proxy to represent him/her to attend and vote on his/her behalf. 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. In order to be valid, the form of proxy together with the power of attorney or other authority, if any, under which it is signed or a certified copy of that power of attorney or authority, must be deposited at the branch share registrar of the Company in Hong Kong, Computershare Hong Kong Investor Services Limited (''Computershare'') at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for the holding of the Annual General Meeting or any adjournment thereof. Completion and return of the form of proxy shall not preclude a shareholder of the Company from attending and voting in person at the Annual General Meeting and, in such event, the instrument appointing a proxy shall be deemed to be revoked.
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 seal or under the hand of an officer or attorney duly authorised.
4. Where there are joint holders of any share, any one of such joint holders may vote at the Annual General Meeting, either personally or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders are present at the Annual General Meeting personally or by proxy, then the one of such joint holders so present whose name stands first on the register of members of the Company shall, in respect of such share, be entitled alone to vote in respect thereof.

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NOTICE OF ANNUAL GENERAL MEETING

1. The resolutions at the Annual General Meeting will be taken by poll pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ''Listing Rules'') and the results of the poll will be published on the websites of the Stock Exchange (www.hkexnews.hk) and the Company (www.rsunservice.hk) in accordance with the Listing Rules.
2. The register of members of the Company will be closed during the following periods and during these periods, no transfer of the shares of the Company will be registered:
3. 1. To attend and vote at the Annual General Meeting
      For the purpose of ascertaining the shareholders' entitlement to attend and vote at the Annual General Meeting, the register of members of the Company will be closed from Tuesday, 15 June 2021 to Friday, 18 June 2021, both days inclusive. In order to be eligible to attend and vote at the Annual General Meeting, all transfers of shares of the Company accompanied by the relevant share certificates and appropriate transfer forms must be lodged for registration with Computershare at Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not later than 4 : 30 p.m. on Friday, 11 June 2021.
   2. To qualify for the proposed final dividend for the year ended 31 December 2020
      For the purpose of ascertaining the shareholders' entitlement to the proposed final dividend for the year ended 31 December 2020, the register of members of the Company will be closed from Tuesday, 6 July 2021 to Thursday, 8 July 2021, both days inclusive. In order to qualify for the proposed final dividend, all transfers of shares of the Company accompanied by the relevant share certificates and appropriate transfer forms must be lodged for registration with Computershare at Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4 : 30 p.m. on Monday, 5 July 2021.

As of the date of this notice, Mr. Yang Guang and Ms. Zeng Zixi are the executive Directors; Mr. He Jie and Mr. Luo Yanbing are the non-executive Directors; and Mr. Jing Zhishan Ms. Wang Fen and Mr. Yim Kai Pung are the independent non-executive Directors.

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