Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

ALIBABA HEALTH INFORMATION TECHNOLOGY LIMITED

阿 里 健 康 信 息 技 術 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock code: 00241)

RENEWAL OF CONTINUING CONNECTED TRANSACTIONS

References are made to (i) the announcement of the Company dated January 3, 2020 in respect of the 2021 Koubei Services Framework Agreement; (ii) the announcement of the Company dated March 27, 2020 in respect of, among other things, the 2021 Tracking Services Framework Agreement, the 2021 Outsourced Services Framework Agreement, the 2021 Cloud Computing Services Agreement, the 2021 Payment Services Framework Agreement, the 2021 Shared Services Agreement and the 2021 Agency Agreement; (iii) the announcement of the Company dated May 5, 2020 in respect of the 2021 Software Services Framework Agreement; and (iv) the announcement of the Company dated January 18, 2021 in respect of, among other things, the revision of annual cap of the 2021 Shared Services Agreement.

Each of the 2021 CCT Agreements will expire on March 31, 2021, and it is currently expected that the transactions under the 2021 CCT Agreements will continue. On March 30, 2021, the Company and its relevant Subsidiaries, as applicable, entered into the 2022 Koubei Services Framework Agreement, the 2022 Tracking Services Framework Agreement, the 2022 Outsourced Services Framework Agreement, the 2022 Cloud Computing Services Framework Agreement, the 2022 Payment Services Framework Agreement, the 2022 Shared Services Agreement, the 2022 Agency Agreement and the 2022 Software Services Framework Agreement respectively, each of which has a term commencing from April 1, 2021 and ending on March 31, 2022.

- 1 -

Perfect Advance is a substantial shareholder and a connected person of the Company. Alibaba Holding is the ultimate shareholder of Perfect Advance and accordingly a connected person of the Company. As Koubei Shanghai is a consolidated entity of Alibaba Holding, and Alibaba Holding directly or indirectly Controls or is the ultimate shareholder of each of Taobao China, Taobao Holding, Alibaba Cloud and the Advertising Parties, each of Koubei Shanghai, Taobao China, Taobao Holding, Alibaba Cloud and the Advertising Parties is a connected person of the Company. Further, as Ant is indirectly held by Alibaba Holding as to 33% of its equity interest and Alipay China is a wholly-owned Subsidiary of Ant, each of Ant and Alipay China is an associate of Perfect Advance and thus a connected person of the Company. The transactions contemplated under each of the Renewed CCT Agreements therefore constitute continuing connected transactions of the Company in accordance with the Listing Rules.

As each of the applicable percentage ratios calculated with reference to the respective annual cap of each of the Renewed CCT Agreements is less than 5%, the transactions contemplated under each of the Renewed CCT Agreements are subject to reporting, annual review, and announcement requirements, but exempt from the independent shareholders' approval requirement under Chapter 14A of the Listing Rules.

BACKGROUND

References are made to (i) the announcement of the Company dated January 3, 2020 in respect of the 2021 Koubei Services Framework Agreement; (ii) the announcement of the Company dated March 27, 2020 in respect of, among other things, the 2021 Tracking Services Framework Agreement, the 2021 Outsourced Services Framework Agreement, the 2021 Cloud Computing Services Agreement, the 2021 Payment Services Framework Agreement, the 2021 Shared Services Agreement and the 2021 Agency Agreement; (iii) the announcement of the Company dated May 5, 2020 in respect of the 2021 Software Services Framework Agreement; and (iv) the announcement of the Company dated January 18, 2021 in respect of, among other things, the revision of annual cap of the 2021 Shared Services Agreement.

Each of the 2021 CCT Agreements will expire on March 31, 2021, and it is currently expected that the transactions under the 2021 CCT Agreements will continue. On March 30, 2021, the Company and its relevant Subsidiaries, as applicable, entered into the 2022 Koubei Services Framework Agreement, the 2022 Tracking Services Framework Agreement, the 2022 Outsourced Services Framework Agreement, the 2022 Cloud Computing Services Framework Agreement, the 2022 Payment Services Framework Agreement, the 2022 Shared Services Agreement, the 2022 Agency Agreement and the 2022 Software Services Framework Agreement respectively, each of which has a term commencing from April 1, 2021 and ending on March 31, 2022. The principal terms of each of the Renewed CCT Agreements are set out as follows.

- 2 -

2022 KOUBEI SERVICES FRAMEWORK AGREEMENT

Date

March 30, 2021

Parties

  1. Alibaba Health (China) (for itself and on behalf of its Subsidiaries and affiliates)
  2. Koubei Shanghai (for itself and on behalf of its affiliates)

Duration

The 2022 Koubei Services Framework Agreement shall have a term of one (1) year from April 1, 2021 to March 31, 2022, unless otherwise terminated in accordance with the terms thereunder.

Services to be provided

For the purpose of mutual business development, each party (together with its respective affiliates) to the 2022 Koubei Services Framework Agreement will refer merchants providing products and services under the Counterparties' Platform Services Categories to the other party (and its affiliates) for registering with platforms operated by such other party (and its affiliates) (the ''Counterparties' Platform(s)''). In doing so, the relevant party referring a merchant to the other party (i.e., the service provider) shall provide to such other party (i.e., the service recipient) services for, among other things: (i) promotion of registration of merchants and product launches on the service recipient's Counterparties' Platform; (ii) promotion of merchants' use of advertising and promotion services provided by the service recipient with respect to its Counterparties' Platform;

  1. consultation services and technical support for any merchant so referred by the service provider to the service recipient for registration on the service recipient's Counterparties' Platform (the ''Referred Merchant(s)''); and (iv) business development services for the Referred Merchants (together, the ''Counterparties' Platform Services'').

Service fees, pricing terms and payment terms

The service fees for the Counterparties' Platform Services shall be payable either:

  1. by the Group (as service recipient) to Koubei Shanghai and/or its affiliates (as service provider); or
  2. by Koubei Shanghai and/or its affiliates (as service recipient) to the Group (as service provider)

- 3 -

under the 2022 Koubei Services Framework Agreement, and may be calculated either under a profit-sharing model or a commission model as described below:

Profit-sharing model

. service fee amount = ''specific sharing ratio'' 6 ''net income''

where:

''specific sharing ratio'' shall be determined on a case-by-case basis. As at the date of this announcement, the Group, as service recipient, is being charged with service fees calculated based on the profit-sharing model at a specific sharing ratio of 50%; and

''net income'' shall be the gross income received by service recipient from the Referred Merchants and other third parties (if any), including but not limited to merchant registration fees, transaction commission and advertising fees, less (i) the labor cost and other operation costs paid to external parties (together, the ''Actual Costs'') incurred by the service recipient, and (ii) the Actual Costs incurred by the service provider.

Commission model

. service fee amount = ''specific commission ratio'' 6 ''transaction amount''

where:

''specific commission ratio'' shall be determined on a case-by-case basis. Based on information available as at the date of this announcement, the Group expects the ''specific commission ratio'' to range from 1% to 4.5%; and

''transaction amount'' shall be the total amount transacted with respect to the products and services under the relevant Counterparties' Platform Services Category on the service recipient's Counterparties' Platform.

The parties shall, on a case-by-case basis, (i) determine and finalize the adoption of the relevant calculation model after taking into account the nature, maturity and expected profitability of the relevant product/service category and the scale of resources required for providing the relevant services; and (ii) determine whether any part of the Actual Costs incurred by the service provider shall be reimbursed by the service recipient. The aforesaid calculation of the service fees shall be confirmed and approved by both parties.

The amount of service fees payable by each party under the 2022 Koubei Services Framework Agreement to another shall be invoiced every month and paid via bank transfer within 15 working days upon receipt of each invoice. The service fees payable or chargeable under the 2022 Koubei Services Framework Agreement are determined based on arm's length negotiations with Koubei Shanghai, on commercial terms that are no less

- 4 -

favorable than those that will be offered to any independent third parties by Koubei Shanghai or no more favorable to Koubei Shanghai than those that will be offered to any independent third parties by the Group (as the case may be).

2022 TRACKING SERVICES FRAMEWORK AGREEMENT

Date

March 30, 2021

Parties

  1. Alibaba Health (HK) (for itself and on behalf of its Subsidiaries and affiliates)
  2. Taobao China (for itself and on behalf of its Subsidiaries and affiliates)

Duration

The 2022 Tracking Services Framework Agreement shall have a term of one (1) year from April 1, 2021 to March 31, 2022, unless otherwise terminated in accordance with the terms thereunder.

Services to be provided

Pursuant to the 2022 Tracking Services Framework Agreement, the Group shall provide the following services to Taobao China and its Subsidiaries and affiliates, which include but are not limited to the development, operation and maintenance of a tracking system with product tracking, identification and certification functions, which enables merchants on its and its affiliates' platforms and its business partners to collect and package third-partyauthentication information, use third-partyauthenticated settlement and to provide identity authentication software technology services, basic information management services, tracking code supply chain safety management and system support, tracking authorization, tracking information display services, information interface and other tracking related technical services (i.e. the ''Tracking Services'').

Service fees, pricing terms and payment terms

The service fees for the Tracking Services shall be calculated in accordance with the underlying standard agreements entered into between the parties and the standard terms and conditions of the Group as amended from time to time. As at the date of this announcement, the Group expects to charge, among other things, a fee for the development and maintenance of, and an annual fee for the operation of, the Tracking Services.

- 5 -

The service fees payable under the 2022 Tracking Services Framework Agreement are expected to be determined based on arm's length negotiations with Taobao China with reference to, among other things, the actual costs of the development, maintenance and provision of the tracking system and a margin to be agreed based on the scale of the development and the application of the tracking system. Such fees shall be billed and settled on a monthly, quarterly or yearly basis generally, as provided under the underlying standard agreements. The terms of the 2022 Tracking Services Framework Agreement are on normal commercial terms which are not more favorable to Taobao China than those offered to independent third parties.

2022 OUTSOURCED SERVICES FRAMEWORK AGREEMENT

Date

March 30, 2021

Parties

  1. Alibaba Health (Hainan) (for itself and on behalf of its Subsidiaries)
  2. Taobao Holding (for itself and on behalf of its Subsidiaries and affiliates)

Duration

The 2022 Outsourced Services Framework Agreement shall have a term of one (1) year from April 1, 2021 to March 31, 2022, unless otherwise terminated in accordance with the terms thereunder.

Services to be provided

Pursuant to the terms of the 2022 Outsourced Services Framework Agreement, Alibaba Health (Hainan) agrees to provide Taobao Group with the following outsourced and value-added services (i.e. the ''Outsourced Services'') in relation to the Outsourced Services Categories:

  1. Tmall Merchants' business development, including analyzing, gathering and tracking market trends and policy updates;
  2. Tmall Merchants' customer services, including providing helpline support for Tmall Merchants in the process of admission to Tmall and general operational questions; assisting Tmall Merchants in analyzing consumer behavior data, updating Tmall Merchants on any latest business information and rules, marketing activities planning, business risks, as well as collecting feedback and suggestions from Tmall Merchants to improve overall services to Tmall Merchants;

- 6 -

  1. marketing event planning for Tmall Merchants, including planning and organizing marketing events for Tmall Merchants, organizing Tmall Merchants to participate in events, designing and building event webpage interfaces, planning customer discount programs and conducting consumer data analysis;
  2. technical support, including providing technical support on product and store information display, transaction completion processes, use of payment tools and consumer service tools; and
  3. assistance to Taobao Group's business team with Tmall Merchants' admissions, Tmall Merchants' business operations, Tmall Merchants' management and product quality control functions, including assisting with formulating rules that govern Tmall Merchants' operation, reviewing documents required for Tmall Merchants' admission and formulating and implementing quality control rules and conducting regular inspections.

Taobao Group will continue to have primary responsibility for all work and business decisions pertaining to Tmall Merchants' admissions, Tmall Merchants' business operations and product quality control functions, including signing and reviewing contracts with Tmall Merchants, reviewing product information and images displayed by the Tmall Merchants and providing technology infrastructure, and Alibaba Health (Hainan) agrees to assist with the execution of business decisions made by Taobao Group.

For the avoidance of doubt, Taobao Holding no longer requires the Outsourced Services to be provided in respect of Tmall Global Products and Services upon completion of the Acquisition of the Target Business by the Group. As such, Tmall Global Products and Services have been excluded from the Outsourced Services Categories under the 2022 Outsourced Services Framework Agreement. For details, please refer to the circular dated March 11, 2020 and the announcement dated March 27, 2020 of the Company.

Service fees, pricing terms and payment terms

Taobao Group shall, subject to special promotional arrangements as may be agreed by both Taobao Group and the Group, pay the Group service fees amounting to 21.5% of the fees paid by the Tmall Merchants to Taobao Group and/or their respective affiliates in respect of the value of completed sales of products or services under the Outsourced Services Categories. The service fees shall be paid in cash on a quarterly basis. The service fees were determined based on arm's length negotiation with Taobao Holding with reference to, among other things, the operating costs expected to be incurred by the Group in providing the services including staff costs, forecast marketing and promotional activities and technical support expenses. The 2022 Outsourced Services Framework Agreement is on normal commercial terms which are not more favorable to Taobao Holding than those offered to independent third parties.

- 7 -

2022 CLOUD COMPUTING SERVICES FRAMEWORK AGREEMENT

Date

March 30, 2021

Parties

  1. Alibaba Health (China) (for itself and on behalf of its Subsidiaries and affiliates)
  2. Alibaba Cloud (for itself and on behalf of its Subsidiaries and affiliates)

Duration

The 2022 Cloud Computing Services Framework Agreement shall have a term of one (1) year from April 1, 2021 to March 31, 2022, unless otherwise terminated in accordance with the terms thereunder.

Services to be provided

Pursuant to the 2022 Cloud Computing Services Framework Agreement, Alibaba Cloud has agreed to provide to the Group various cloud computing services and other related services (i.e. the ''Cloud Computing Services''), according to the needs of the Group.

Service fees, pricing terms and payment terms

The service fees for the Cloud Computing Services shall be calculated and settled in accordance with the standard terms and conditions as amended by Alibaba Cloud from time to time. For example, the fees for ECS, RDS, OSS, SLB, CDN, OCS, OTS, ODPS, Analytic DB, NAT and voice services shall be calculated based on the actual usage or bandwidth of those services and the relevant per unit Discounted Published Rates or fixed rate (as the case may be) for such services. Such fees will be deducted from Alibaba Health (China)'s account based on the actual usage on an hourly or daily basis. The fees for ECS, RDS, Analytic DB, EIP, EDAS, and NAS may be charged on a monthly or yearly basis according to the relevant per unit Discounted Published Rates for such services. The fees for ODPS shall be charged according to the relevant per unit Discounted Published Rates for such services, and if calculated with reference to amount of storage, shall be settled on an hourly basis, or if calculated with reference to computation and downloaded data, shall be settled after completion of each task. Other services including but not limited to video conferencing and SMS text messaging are charged based on a package price with the relevant per unit Discounted Published Rates.

The service fees were determined on arm's length basis and Alibaba Cloud has undertaken to ensure that the pricing terms under the 2022 Cloud Computing Services Framework Agreement are no less favourable than the general terms available to other independent third parties.

- 8 -

2022 PAYMENT SERVICES FRAMEWORK AGREEMENT

Date

March 30, 2021

Parties

  1. The Company (for itself and on behalf of its Subsidiaries)
  2. Alipay China (for itself and on behalf of its Subsidiaries and affiliates)

Duration

The 2022 Payment Services Framework Agreement shall have a term of one (1) year from April 1, 2021 to March 31, 2022, unless otherwise terminated in accordance with the terms thereunder.

Services to be provided, service fees, pricing terms and payment terms

Alipay China shall provide payment, settlement and other related services (i.e. the ''Payment Services'') on the Alibaba Group Platforms to the Group, and the Group shall pay to Alipay China the service fees which shall be calculated in accordance with the standard terms and conditions of Alipay China as amended and published from time to time on the websites of Alipay China or on the Alibaba Group Platforms or otherwise agreed by the parties. Currently, the service fees are determined based on the volume and the relevant cost of the transactions completed.

Each of the currently applicable service fee rates is not more than 1% of the completed transaction amounts. The service fees shall be deducted from the completed transaction amounts immediately upon completion of such transactions. The Group may also be subject to an annual settlement fee, the amount of which will depend on the frequency of settlement (if applicable).

Alipay China has undertaken to ensure that the service fees charged are fair, on normal commercial terms and determined on arm's length basis and the rate of service fees may be adjusted with reference to market conditions and the co-operation between the parties.

- 9 -

2022 SHARED SERVICES AGREEMENT

Date

March 30, 2021

Parties

  1. The Company
  2. Alibaba Holding

Duration

The 2022 Shared Services Agreement shall have a term of one (1) year from April 1, 2021 to March 31, 2022, unless otherwise terminated in accordance with the terms thereunder.

Services to be provided, service fees, pricing terms and payment terms

Pursuant to the 2022 Shared Services Agreement, Alibaba Holding has agreed that the relevant Alibaba Service Providers shall provide certain shared services (i.e. the ''Shared Services'') to the Group. The Shared Services, together with the respective bases of fee calculations, are detailed as follows:

Description of the Shared Services

Basis for fee calculation

  1. Office premises sharing and support Service fees for sharing of office premises

services and dining coupon services

to be calculated on a Prevailing Market

Price Basis; and service fees for office

support services to be calculated on a

Cost-plus Basis

Service fees for dining coupon services to

be calculated at cost

(ii) Customer service support services

Service fees to be calculated on a

Cost-plus Basis

  1. Operational support services, mid-office system support services, IT system and online platform maintenance and payment related services

Service fees to be calculated on a Cost-plus Basis (except for the transaction handling fees related to the online platform payment services, which are the costs as shown on the invoices for providing such services)

- 10 -

Description of the Shared Services

Basis for fee calculation

  1. Legal corporate secretarial, finance, Service fees to be calculated at cost administrative, and product safety
    related support services

(v)

Human resources and personnel transfer

Service fees to be calculated at cost

related

arrangements

and

reimbursements

(vi)

Business

intelligence (BI)

support

Service

fees

to

be

calculated

on

a

services

Cost-plus Basis

(vii) User experience design (UED) support

Service

fees

to

be

calculated

on

a

services

Cost-plus Basis

(viii) Offline

open data processing

services

Service

fees

to

be

calculated

on

a

(ODPS)

Cost-plus Basis

In this paragraph:

''Prevailing Market Price Basis'' means the fees for the relevant Shared Services shall be determined by the prevailing market price for such services. It is expected that the parties will refer to prevailing rental rates for comparable premises to determine the fees for sharing of office premises.

''Cost-plusBasis'' means the fees for the relevant Shared Services shall be calculated by multiplying the actual costs for the provision of such services by a margin, which shall be determined by one of the four largest international professional accounting firms as designated by Alibaba Holding, with reference to the applicable tax laws and regulations, comparable transactional information, and in accordance with the principles of arm's length transactions.

The service fees payable by the Group pursuant to the 2022 Shared Services Agreement shall be billed and settled in cash on a quarterly basis. The 2022 Shared Services Agreement was negotiated on arm's length basis and on normal commercial terms which are no less favorable than the general terms available to other independent third parties.

- 11 -

2022 AGENCY AGREEMENT

Date

March 30, 2021

Parties

  1. Alibaba Health (HK) (for itself and on behalf of its Subsidiaries)
  2. Alimama (for itself and on behalf of its Subsidiaries and affiliates)

Duration

The 2022 Agency Agreement shall have a term of one (1) year from April 1, 2021 to March 31, 2022, unless otherwise terminated in accordance with the terms thereunder.

Services to be provided

Pursuant to the 2022 Agency Agreement, Alibaba Health (HK) (for itself and on behalf of its Subsidiaries) will refer Alibaba Health Group's contracted clients to purchase, and the Advertising Parties, as the marketing services providers, will provide to Alibaba Health Group's contracted clients, various marketing and advertising services on the marketing and branding platforms provided by the Advertising Parties. The actual marketing expenses will be settled by Alibaba Health Group's contracted clients to the Advertising Parties directly.

Incentive fees, pricing terms and payment terms

Alibaba Health Group will be entitled to receive from the Advertising Parties certain incentive rebates in the form of cash or Marketing Resources should the aggregate amount of fees generated by the purchase of Marketing Resources by Alibaba Health Group and its contracted clients exceed certain thresholds. Such rates of incentive rebates and the respective thresholds of purchases are to be published by the Advertising Parties in the first quarter of each calendar year and may be subject to adjustment from time to time. Based on the rates published by the Advertising Parties as at the date of the announcement, the incentive rebate rates range from 3% to 24% of the purchase price of Marketing Resources. The range of total incentive fees payable under the 2022 Agency Agreement was determined with reference to the terms and conditions set out in the standard agency agreements of the Advertising Parties as amended from time to time in relation to such agency services and based on arm's length negotiations with the Advertising Parties and are on commercial terms no less favourable than those offered to independent third parties. The Company confirms that the incentive rebates to be paid to Alibaba Health Group by the Advertising Parties are no less favourable than the general terms available from other independent third parties.

- 12 -

Based on the 2022 Agency Agreement and the terms and conditions set out in the standard agency agreements of the Advertising Parties as amended from time to time, the amount of annual incentive rebates is to be verified by the parties within thirty days after all purchases of Marketing Resources having been settled at the end of each calendar year and settled within thirty days from the date of invoice.

2022 SOFTWARE SERVICES FRAMEWORK AGREEMENT

Date

March 30, 2021

Parties

  1. The Company (for itself and on behalf of its Subsidiaries)
  2. Taobao Holding (for itself and on behalf of its Subsidiaries and affiliates)

Duration

The 2022 Software Services Framework Agreement shall have a term of one (1) year from April 1, 2021 to March 31, 2022, unless otherwise terminated in accordance with the terms thereunder.

Services to be provided

Pursuant to the 2022 Software Services Framework Agreement, the Group shall provide Taobao Group with e-commerce platform maintenance related software services and ancillary support services (i.e. the ''Software Services'') for merchants selling products and/or offering services under the Software Services Categories on the Tmall Platforms through channels and mini-programs operated by Taobao Group. The Software Services involve, among others, the merchants admission system, the product quality control system and the merchants operational and maintenance services system, which perform various functions including but not limited to tracking market trends and updating merchants on material policy updates, merchants business operation and management such as reviewing the product information and images displayed by merchants, reviewing the documents required for merchants' admission, formulating and implementing quality control rules, customer services for merchants including providing helpline support and assisting merchants in optimizing search for their products, collating and analyzing consumer behaviour data, and other ancillary support services.

Service fees, pricing terms and payment terms

Taobao Group shall pay the Group service fees in accordance with the underlying standard agreements as amended from time to time, which currently amount to 1% to 10% of the technical service fees paid by the merchants on the Tmall Platforms to Taobao Group and/or their respective affiliates in respect of the value of completed sales

- 13 -

of products and/or services under the Software Services Categories generated on the Tmall Platforms. The service fees will be automatically deducted from the fees received from the relevant merchants after the relevant customer confirms the receipt of the products and/or services purchased under the Software Services Categories. The service fees were determined based on arm's length negotiation with Taobao Group with reference to, among other things, the operating costs expected to be incurred by the Group in providing the Software Services, including staff costs and technical support expenses. The 2022 Software Services Framework Agreement is on normal commercial terms which are not more favourable to Taobao Group than those offered to independent third parties.

HISTORICAL AMOUNTS AND BASIS FOR DETERMINING THE ANNUAL CAPS

The historical transaction amounts for the year ended March 31, 2020, the annual caps for the year ending March 31, 2021, the approximate unaudited transaction amounts for the eleven months ended February 28, 2021 based on the management accounts and the annual caps for the year ending March 31, 2022 relating to each of the 2022 Koubei Services Framework Agreement, the 2022 Tracking Services Framework Agreement, the 2022 Outsourced Services Framework Agreement, the 2022 Cloud Computing Services Framework Agreement, the 2022 Payment Services Framework Agreement, the 2022 Shared Services Agreement and the 2022 Agency Agreement are set out below:

Approximate

unaudited

transaction

amounts for

Approximate

the eleven

historical

months ended

amounts for

Annual caps

February 28,

Annual caps

the year ended

for the year

2021 based on

for the year

March 31,

ending March

management

ending March

2020

31, 2021

accounts

31, 2022

(RMB'000)

(RMB'000)

(RMB'000)

(RMB'000)

2022

Koubei Services Framework

Agreement

- payable by the Group as service

recipient

Nil

95,000

24,655

5,000

- chargeable by the Group as service

provider

Nil

Nil

Nil

5,000

2022

Tracking Services Framework

Agreement

1,955

10,000

1,341

5,000

2022

Outsourced Services Framework

Agreement

93,816

210,000

95,898

185,000

2022

Cloud Computing Services

Framework Agreement

5,798

50,000

4,233

118,000

2022

Payment Services Framework

Agreement

40,385

120,000

59,857

137,000

2022

Shared Services Agreement

103,550

320,000

239,007

470,000

2022

Agency Agreement

2,911

100,000

103

25,000

- 14 -

The annual cap for the year ending March 31, 2021, the approximate unaudited transaction amount for the nine months ended February 28, 2021 based on the management accounts and the annual cap for the year ending March 31, 2022 relating to the 2022 Software Services Framework Agreement are set out below:

Approximate

unaudited

transaction

amount for the

nine months

ended

Annual cap for

February 28,

Annual cap for

the year ending

2021 based on

the year ending

March 31,

management

March 31,

2021

accounts

2022

(RMB'000)

(RMB'000)

(RMB'000)

2022 Software Services Framework Agreement

148,000

22,774

43,000

The annual cap for service fees payable by the Group as service recipient under the 2022 Koubei Services Framework Agreement was determined with reference to (i) the historical transaction amount of service fees payable by the Group to Koubei Shanghai under the 2021 Koubei Services Framework Agreement; (ii) the estimated number of merchants that Koubei Shanghai and its affiliates may successfully refer to the Group for registration on the Tmall Platforms and the expected GMV for health and pharmaceutical products operated by the Group on the Tmall Platforms for the year ending March 31, 2022; and (iii) the estimated costs of labor that may be incurred by Koubei Shanghai and/or its affiliates for providing the relevant Counterparties' Platform Services.

The annual cap for service fees chargeable by the Group as service provider under the 2022 Koubei Services Framework Agreement was determined with reference to: (i) the estimated number of merchants that the Group may successfully refer to register with the Counterparties' Platforms and the expected GMV for the Counterparties' Platform Services Categories for the year ending March 31, 2022; and (ii) the estimated costs of labor that may be incurred by us for providing Counterparties' Platform Services.

The annual cap under the 2022 Tracking Services Framework Agreement was determined with reference to (i) the historical transaction amount of service fees received by the Group for the tracking services under the 2021 Tracking Services Framework Agreement;

  1. the estimated future demand for tracking services from Taobao China; and (iii) the Group's marketing plans for enhancing the tracking services that it seeks to provide to Taobao China.

- 15 -

The annual cap under the 2022 Outsourced Services Framework Agreement was determined with reference to (i) the historical transaction amount of service fees received by the Group for the outsourced and value-added services under the 2021 Outsourced Services Framework Agreement; (ii) the Company's projections for the Outsourced Services Categories for the year ending March 31, 2022 based on the expected growth of the corresponding business and the overall healthcare market in the PRC; and

  1. the Company's marketing plans in relation to enhancing the services that the Company seeks to provide continuously for the pharmaceutical and healthcare products and services e-commerce business of Tmall.

The annual cap under the 2022 Cloud Computing Services Framework Agreement was determined with reference to (i) the historical transaction amount of the service fees paid by the Group for the cloud computing and other related services under the 2021 Cloud Computing Services Agreement; (ii) the expected business growth of the Group; (iii) the estimated future demand for the cloud computing and other related services; (iv) the fees and discounts agreed by the parties under the 2022 Cloud Computing Services Framework Agreement; and (v) the applicable rates of services currently published by Alibaba Cloud on its official website.

The annual cap under the 2022 Payment Services Framework Agreement was determined with reference to (i) the historical transaction amount of the service fees paid by the Group for the payment, settlement and other related services under the 2021 Payment Services Framework Agreement; (ii) the amounts and types of products and services that the Group intends to sell online in the future; (iii) the expected growth of the Group's online sales, taking into account the potential for future development of the online healthcare products and services and the healthcare industry related services businesses; and (iv) the expected resulting increase in demand for the payment, settlement and other related services from the Group.

The annual cap under the 2022 Shared Services Agreement was determined with reference to (i) the expected growth of the Group's businesses and the resulting increase in demand for the shared services; (ii) the historical transaction amount of service fees paid by the Group for the shared services under the 2021 Shared Services Agreement; (iii) the prevailing market rates for comparable services offered by other service providers or the estimated costs that would be incurred by the Company in hiring personnel to provide the shared services internally (as applicable); and (iv) where the fees are calculated based on prevailing rates charged by the relevant Alibaba Service Providers to independent third party users, the current prevailing rates for such shared services charged by the relevant Alibaba Service Providers.

- 16 -

The annual cap under the 2022 Agency Agreement was determined with reference to (i) the historical transaction amount of the incentive fees received by Alibaba Health Group under the 2021 Agency Agreement; (ii) the expected increase in marketing efforts for the year ending March 31, 2022 by Alibaba Health Group and its contracted clients; and (iii) the expected increase in the number of contracted clients for the year ending March 31, 2022, and their estimated future demand for marketing services.

The annual cap under the 2022 Software Services Framework Agreement was determined with reference to (i) the historical transaction amount of the service fees received by the Group for the e-commerce platform maintenance related software services under the 2021 Software Services Framework Agreement; (ii) the projected revenue of the Tmall Platforms for the sale of products and/or services under the Software Services Categories by merchants selling under channels and mini programs operated by Taobao Group; (iii) the Group's projection for the sale of products and/or services under the Software Services Categories for the year ending March 31, 2022 based on the expected growth of the corresponding business and the overall healthcare market in the PRC; and (iv) the Group's marketing plans for enhancing Software Services it seeks to provide to the merchants on the Tmall Platforms under the Software Services Categories.

The Directors (including the independent non-executive Directors) consider that each annual cap under the respective Renewed CCT Agreements is fair and reasonable and in the interests of the Group and the shareholders of the Company as a whole.

INTERNAL CONTROLS FOR THE GROUP'S CONTINUING CONNECTED TRANSACTIONS

As previously disclosed, the Company has adopted adequate internal control measures to comply with the Listing Rules requirements with respect to the supervision and monitoring of the annual caps of the transactions contemplated under the Renewed CCT Agreements. The finance department of the Company has been collecting and will continue to collect information on the actual transactions conducted with the relevant parties, and the corresponding fees incurred under the 2022 Koubei Services Framework Agreement, the 2022 Tracking Services Framework Agreement, the 2022 Outsourced Services Framework Agreement, the 2022 Cloud Computing Services Framework Agreement, the 2022 Payment Services Framework Agreement, the 2022 Shared Services Agreement, the 2022 Agency Agreement and the 2022 Software Services Framework Agreement, on a monthly basis (except for the 2022 Agency Agreement which is on a quarterly basis), respectively, and has been updating such information to the legal department and the chief financial officer of the Company, to monitor these transaction amounts.

- 17 -

The Company will continue to closely monitor the implementation of the Renewed CCT Agreements and take prompt actions to make necessary disclosure in the event that any adjustment to an annual cap becomes foreseeable. The Company's external auditors will review the continuing connected transactions under each of the Renewed CCT Agreements annually to check and confirm (among others) whether the pricing terms have been adhered to and whether the relevant annual caps have been exceeded. The relevant counterparties to the Renewed CCT Agreements have agreed to allow the Company and its external auditors to access the information necessary to report on the continuing connected transactions contemplated under the respective Renewed CCT Agreements.

REASONS FOR AND BENEFITS OF ENTERING INTO THE RENEWED CCT AGREEMENTS

2022 Koubei Services Framework Agreement

Each of the Group and Koubei Shanghai (and its affiliates) possesses their respective strengths and merchant network from the operation of their respective e-commerce platforms. By entering into the 2022 Koubei Services Framework Agreement, the parties will be able to complement their strengths and resources from their respective merchant network to mutually develop, expand and consolidate their merchant base under the Counterparties' Platform Services Categories, while delivering to the merchants more business opportunities and channels to reach end-users by launching their products and services under a wider range of complementary platforms. By establishing a cooperation relationship with Koubei Shanghai and its affiliates, the Group will be able to capitalize on the merchant network of Koubei Shanghai and its affiliates to capture growth opportunities that comes with the rising demand of products and services under the Counterparties' Platform Services Categories.

2022 Tracking Services Framework Agreement

The principal activities of the Group comprise, among other things, the operation of product tracking platforms in the PRC. In particular, the Group's Ma Shang Fang Xin (碼上放心) tracking platform offers product tracking and related value-added services to help manufacturers establish product tracking systems and realize quality assurance and marketing control, and to provide consumers with a terminal tool for scanning codes to trace product origin for non-drug industries such as food, fresh produce, milk powder, nutritional products and healthcare supplements. The provision of Tracking Services to Taobao China pursuant to the 2022 Tracking Services Framework Agreement thus enables the Group to further leverage on its prior accumulated technical and operational experience in the development of product tracking platforms and thereby increase its sources of revenue and enhance its operational efficiency.

- 18 -

2022 Outsourced Services Framework Agreement

In respect of the 2022 Outsourced Services Framework Agreement, the Outsourced Services remain within the existing skill set of the Group as it has been developing its own pharmaceutical e-commerce, internet healthcare and intelligent medicine businesses. The service fees received under the 2022 Outsourced Services Framework Agreement will continue to be one of the steady growing sources of revenue for the Company. Together with the rapid growth of the Company's pharmaceutical direct sales business, and given the potential of such innovative new businesses of intelligent healthcare and health management services, the Outsourced Services provided under the 2022 Outsourced Services Framework Agreement serve as another revenue source of the Group.

2022 Cloud Computing Services Framework Agreement

As a company whose vision is to ''facilitate medicine through big data and use the Internet to change health to provide fair, affordable and accessible medical and healthcare services to 1 billion people'', the Group's businesses, in particular its product tracking platforms and its intelligent medicine and personal health management services, as well as medical and healthcare big data and artificial intelligence initiatives, leverage on strong calculation and data processing capability by using cloud computing technologies to process ever increasing quantities of big data that can concurrently support hundreds of thousands of users, with sound compatibility, accessibility and security. The Company believes that these businesses will continue to generate a significant amount of traffic and data and will require the maintenance of stable and sophisticated systems that can cater for real-time access to the Group's customers. Accordingly, the Group needs technology input on cloud computing and other data processing solutions for processing such big data and for maintaining its systems. Alibaba Cloud is the world's third leading, and Asia Pacific's leading Infrastructure as a Service, or IaaS, provider by revenue in 2019 in U.S. dollar. Alibaba Cloud is also China's leading provider of public cloud services by revenue in 2019, including Platform as a Service, or PaaS, and IaaS services. Factors such as security and reliability in the handling of healthcare data are also highly valued by the Group, and Alibaba Cloud has demonstrated excellence in such areas in its operating history. By entering into the 2022 Cloud Computing Services Framework Agreement, the Group believes that it will be able to utilize the Cloud Computing Services provided by Alibaba Cloud to ensure smooth operation of its systems and the stability of its various Internet healthcare solutions.

- 19 -

2022 Payment Services Framework Agreement

The Company's mission is to build an online community where it will connect participants in the PRC healthcare market. As part of its business, the Company has been marketing and selling products or services online as an online merchant, including on its own websites and on other platforms including those of Alibaba Group and Ant Group. As part of such online business, the Group requires efficient and reliable payment services. Alipay China is one of the leading third-party digital payment solution providers in China and across the world, with large user base and strong technology capabilities. Factors such as security and reliability in online transaction are highly valued by the Group, and Alipay China has demonstrated excellence in such areas in its operating history. By entering into the 2022 Payment Services Framework Agreement, the Group will be able to utilize the Payment Services to enable safe and prompt real-time payment for its online transactions.

2022 Shared Services Agreement

Since Alibaba Group's businesses are comprised of core commerce, cloud computing, digital media and entertainment, and innovation initiatives, some of which are complementary to the Group's pharmaceutical e-commerce, intelligent medicine and product tracking platforms businesses, the 2022 Shared Services Agreement can help enhance utilization and economies of scale of Alibaba Group's operational support resources and, on the other hand, reduce the management and administrative costs of the Group in procuring similar services from a wide range of other providers. The Company believes that the 2022 Shared Services Agreement will allow the Company to better leverage on the mature infrastructure and coverage already built by Alibaba Group and promote better cooperation between Alibaba Group and the Company. In addition, the fees payable for the majority types of the Shared Services are determined based on prevailing market prices or on a cost-plus basis, in which any margin shall be decided annually by internationally recognized professional parties based on applicable tax laws and comparable transactional information. Furthermore, the Company will from time to time review the terms of the services contemplated under the 2022 Shared Services Agreement against the terms and services offered by third party providers and re-assess the commercial desirability of such arrangements.

- 20 -

2022 Agency Agreement

The Group works with various healthcare brands in its pharmaceutical e-commerce business and has identified a clear demand from healthcare brands for coordinated marketing and promotional consultancy services. Accordingly, the Group believes that by packaging its own marketing and promotional resources together with external resources, including but not limited to Alibaba Group's marketing and promotional resources, it will be able to better serve its customers. Accordingly, Alibaba Health (HK) has entered into the 2022 Agency Agreement with the Advertising Parties, which operate well-established marketing platforms, to provide more diversified options to its customers together with the Group's marketing resources. At the same time, collecting incentive fees from Alibaba Group and other marketing and promotion services providers will provide additional income for the Group and will be beneficial to the long term development of the Group.

2022 Software Services Framework Agreement

The Group has been developing its own pharmaceutical e-commerce, internet healthcare and intelligent medicine businesses throughout the years and therefore, the Group is able to leverage on its expertise and capabilities on e-commerce platform maintenance related software and other ancillary support and services to provide efficient and reliable software solutions to merchants on the Tmall Platforms. The cooperation between the Group and Taobao Group under the 2022 Software Services Framework Agreement not only allows the Group to generate revenue and to better optimize its resources as Alibaba Group's healthcare flagship platform, but also provides marketing opportunities for the Group to expand its product portfolio and broaden its customer base. This enables the Group to capture further market share in view of the rapid growth of the Company's pharmaceutical direct sales business.

In light of the above, the Directors (including the independent non-executive Directors) consider that the transactions under each of the Renewed CCT Agreements will be conducted in the ordinary and usual course of business of the Group, and that the terms of each of the Renewed CCT Agreements have been negotiated on arm's length basis, on normal commercial terms, and are fair and reasonable and in the interests of the Group and the shareholders of the Company as a whole.

- 21 -

LISTING RULES IMPLICATIONS

Perfect Advance is a substantial shareholder and a connected person of the Company. Alibaba Holding is the ultimate shareholder of Perfect Advance and accordingly a connected person of the Company. As Koubei Shanghai is a consolidated entity of Alibaba Holding, and Alibaba Holding directly or indirectly Controls or is the ultimate shareholder of each of Taobao China, Taobao Holding, Alibaba Cloud and the Advertising Parties, each of Koubei Shanghai, Taobao China, Taobao Holding, Alibaba Cloud and the Advertising Parties is a connected person of the Company. Further, as Ant is indirectly held by Alibaba Holding as to 33% of its equity interest and Alipay China is a wholly-owned Subsidiary of Ant, each of Ant and Alipay China is an associate of Perfect Advance and thus a connected person of the Company. The transactions contemplated under each of the Renewed CCT Agreements therefore constitute continuing connected transactions of the Company in accordance with the Listing Rules.

As each of the applicable percentage ratios calculated with reference to the respective annual cap of each of the Renewed CCT Agreements is less than 5%, the transactions contemplated under each of the Renewed CCT Agreements are subject to reporting, annual review, and announcement requirements, but exempt from the independent shareholders' approval requirement under Chapter 14A of the Listing Rules.

The Renewed CCT Agreements were approved by the Board. As Mr. ZHU Shunyan, Mr. WU Yongming and Mr. XU Hong held senior positions in Alibaba Holding or its Subsidiaries, each of these Directors is deemed or may be perceived to have a material interest in the transactions. Accordingly, they abstained from voting on the resolutions passed by the Board to approve the Renewed CCT Agreements. Other than the aforesaid Directors, no other Directors have a material interest in the Renewed CCT Agreements or are required to abstain from voting on the resolutions of the Board approving the same.

INFORMATION ABOUT THE PARTIES

The Company and the Group

The Company was incorporated in Bermuda and the Shares are listed on the Main Board of the Stock Exchange. The Company is an investment holding company and the Group is committed to providing Internet technology, service tools and platforms to industry partners, with the aim of providing accessible and affordable medical and healthcare services to the public so as to make good health achievable at the fingertips. The Group is primarily engaged in pharmaceutical direct sales business, pharmaceutical e-commerce platform business, medical and healthcare services business and tracking and digital health business.

- 22 -

Alibaba Cloud

Alibaba Cloud is a company established in the PRC with limited liability and a consolidated entity of Alibaba Holding. It offers a complete suite of cloud services to customers worldwide, including elastic computing, database, storage, network virtualization services, large-scale computing, security, management and application services, big data analytics, a machine learning platform and IoT services. Alibaba Cloud also operates data centers in multiple countries around the world.

Alibaba Health (Hainan)

Alibaba Health (Hainan) is a company established in the PRC with limited liability. It is an indirect wholly-owned Subsidiary of the Company that primarily engages in the provision of software and technology services.

Alibaba Health (HK)

Alibaba Health (HK) is a limited liability company incorporated in Hong Kong. It is an indirect wholly-owned Subsidiary of the Company that primarily engages in computing technology development, technology consultancy and services, and marketing and business development for the Group's business operations.

Alibaba Health (China)

Alibaba Health (China) is a company established in the PRC with limited liability. It is an indirect wholly-owned Subsidiary of the Company that primarily engages in computing technology development, technology consultancy and services, and marketing and business development for the Group's business operations.

Alibaba Holding and Alibaba Group

Alibaba Holding is a company incorporated in the Cayman Islands, with its American depositary shares, each representing eight ordinary shares, listed on the New York Stock Exchange (Stock Symbol: BABA), and its ordinary shares listed on the Main Board of the Stock Exchange (Stock Code: 9988). Alibaba Group's mission is to make it easy to do business anywhere. Alibaba Group aims to build the future infrastructure of commerce and envisions that its customers will meet, work and live at Alibaba, and that it aspires to be a good company that will last for 102 years. Alibaba Group's businesses are comprised of core commerce, cloud computing, digital media and entertainment and innovation initiatives.

- 23 -

Alimama

Alimama is a company established in the PRC with limited liability and an indirect wholly-owned Subsidiary of Alibaba Holding. It operates Alibaba Group's marketing technology platform by using data technology. Alimama's platform matches the marketing demands of merchants, brands and retailers with the media resources on Alibaba Group's own platforms and third-party properties.

Ant Group and Alipay China

Ant is a company incorporated in the PRC dedicated to using technology to bring the world equal opportunities. Ant, together with its ecosystem partners, is engaged in businesses that bring comprehensive digital payment and digital financial services for consumers and small and micro businesses in China and across the world.

As at the date of this announcement, Hangzhou Junhan and Hangzhou Junao hold approximately 29.86% and 20.66% (together approximately 50.52%) of Ant's total issued shares, respectively. Hangzhou Yunbo is the executive partner and general partner of, and controls, Hangzhou Junhan and Hangzhou Junao. Mr. Jack MA holds a 34% equity interest in Hangzhou Yunbo and each of Mr. Eric JING, Mr. Simon HU and Ms. Fang JIANG holds a 22% equity interest in Hangzhou Yunbo. Pursuant to a concert party agreement entered into between them and the articles of association of Hangzhou Yunbo, Mr. Jack MA has ultimate control over Ant.

Alipay China, a limited liability company established in the PRC and a wholly-owned Subsidiary of Ant, is principally engaged in providing payment processing services. Alipay China is one of the leading players in the online and offline payment markets in China.

Koubei Shanghai

Koubei Shanghai is established in the PRC with limited liability and is a consolidated entity of Alibaba Holding. Koubei Shanghai and its group of companies operate the Koubei platform, which is one of China's leading restaurants and local services guide platforms for in-store consumption. The Koubei platform provides targeted, data-driven marketing tools and integrated digital operational and store management services for restaurants and local services providers.

- 24 -

Taobao China

Taobao China is a limited liability company incorporated in Hong Kong and an indirect wholly-owned Subsidiary of Alibaba Holding. Taobao China is the direct holding company of certain PRC Subsidiaries of Alibaba Holding relating to Taobao Marketplace, China's largest mobile commerce destination with a large and growing social community, and Tmall, the world's largest third-party online and mobile commerce platform for brands and retailers, in each case in terms of GMV in the twelve months ended March 31, 2019.

Taobao Holding

Taobao Holding is a limited liability company incorporated in the Cayman Islands and a direct wholly-owned Subsidiary of Alibaba Holding. Taobao Holding is the indirect holding company of certain PRC subsidiaries of Alibaba Holding relating to Taobao Marketplace and Tmall.

DEFINITIONS

''2021 Agency

the agreement dated March 27, 2020 entered into between

Agreement''

Alibaba Health (HK), Alimama and Shanghai Quan Tudou

Cultural Communications Company Limited* (上海全土豆文化

傳播有限公司)

''2021 CCT

the 2021 Koubei Services Framework Agreement, the 2021

Agreements''

Tracking Services Framework Agreement, the 2021 Outsourced

Services Framework Agreement, the 2021 Cloud Computing

Services Agreement, the 2021 Payment Services Framework

Agreement, the 2021 Shared Services Agreement, the 2021

Agency Agreement and the 2021 Software Services Framework

Agreement

''2021 Cloud

the agreement dated March 27, 2020 entered into between

Computing Services

Alibaba Health (China) and Alibaba Cloud

Agreement''

''2021 Koubei

the agreement dated January 3, 2020 entered into between

Services Framework

Alibaba Health (China) and Koubei Shanghai

Agreement''

''2021 Outsourced

the agreement dated March 27, 2020 entered into between

Services Framework

Alibaba Health (Beijing) and Taobao Holding

Agreement''

''2021 Payment

the agreement dated March 27, 2020 entered into between the

Services Framework

Company and Alipay China

Agreement''

- 25 -

''2021 Shared Services

the agreement dated March 27, 2020 entered into between the

Agreement''

Company and Alibaba Holding

''2021 Software

the agreement dated May 5, 2020 entered into between the

Services Framework

Company and Taobao Holding

Agreement''

''2021 Tracking

the agreement dated March 27, 2020 entered into between

Services Framework

Alibaba Health (HK) and Taobao China

Agreement''

''2022 Agency

the agreement dated March 30, 2021 entered into between

Agreement''

Alibaba Health (HK) and Alimama

''2022 Cloud

the agreement dated March 30, 2021 entered into between

Computing Services

Alibaba Health (China) and Alibaba Cloud

Framework

Agreement''

''2022 Koubei

the agreement dated March 30, 2021 entered into between the

Services Framework

Alibaba Health (China) and Koubei Shanghai

Agreement''

''2022 Outsourced

the agreement dated March 30, 2021 entered into between

Services Framework

Alibaba Health (Hainan) and Taobao Holding

Agreement''

''2022 Payment

the agreement dated March 30, 2021 entered into between the

Services Framework

Company and Alipay China

Agreement''

''2022 Shared Services

the agreement dated March 30, 2021 entered into between the

Agreement''

Company and Alibaba Holding

''2022 Software

the agreement dated March 30, 2021 entered into between the

Services Framework

Company and Taobao Holding

Agreement''

''2022 Tracking

the agreement dated March 30, 2021 entered into between

Services Framework

Alibaba Health (HK) and Taobao China

Agreement''

''Acquisition''

the sale and purchase of the entire issued share capital of Ali JK

ZNS Limited pursuant to the Share Purchase Agreement

''Advertising Parties''

Alimama and/or its affiliates

- 26 -

''Alibaba Cloud''

Alibaba Cloud Computing Ltd.* (阿里雲計算有限公司), a

company established in the PRC and a consolidated entity of

Alibaba Holding

''Alibaba Group''

the group of companies comprising Alibaba Holding and its

Subsidiaries, for the purpose of this announcement, excluding

the Group

''Alibaba Group

the online platforms for brands and retailers operated by

Platforms''

Alibaba Group

''Alibaba Health

Alibaba Health Information Technology (Beijing) Co., Ltd.* (

(Beijing)''

里健康信息技術(北京)有限公司), a company established in the

PRC and an indirect wholly-owned Subsidiary of the Company

''Alibaba Health

Alibaba Health Technology (China) Co., Ltd* (阿里健康科技(中

(China)''

國)有限公司), formerly known as Alibaba Health Technology

(Beijing) Co., Ltd.* (阿里健康科技(北京)有限公司), a limited

liability company established in the PRC and an indirect

wholly-owned Subsidiary of the Company

''Alibaba Health

Alibaba Health Technology (Hainan) Co., Ltd.* (阿里健康科技

(Hainan)''

(海南)有限公司), a company established in the PRC with limited

liability and an indirect wholly-owned Subsidiary of the

Company

''Alibaba Health

Alibaba Health (Hong Kong) Technology Company Limited (

(HK)''

里健康(香港)科技有限公司), a company incorporated in Hong

Kong with limited liability and an indirect wholly-owned

Subsidiary of the Company

''Alibaba Health

Alibaba Health (HK) and its Subsidiaries

Group''

''Alibaba Holding''

Alibaba Group Holding Limited (阿里巴巴集團控股有限公司), a

company incorporated in the Cayman Islands, with its American

depositary shares, each representing eight ordinary shares, listed

on the New York Stock Exchange (Stock Symbol: BABA), and

its ordinary shares listed on the Main Board of the Stock

Exchange (Stock Code: 9988) and the ultimate controlling

shareholder of the Company

- 27 -

''Alibaba Service

the parties to provide the Shared Services under the 2022 Shared

Providers''

Services Agreement, which include Alibaba Holding, persons

Controlled by it and persons under the common Control of

Alibaba Holding, and any other persons designated by Alibaba

Holding

''Alimama''

Hangzhou Alimama Software Services Co., Ltd.* (杭州阿里媽媽

軟件服務有限公司), a company established in the PRC with

limited liability and an indirect wholly-owned Subsidiary of

Alibaba Holding

''Alipay China''

Alipay.com Co., Ltd.* (支付寶(中國)網絡技術有限公司), a

company established in the PRC with limited liability and a

wholly-owned Subsidiary of Ant

''Analytic DB''

massive data real time online analytical processing service

''Ant''

Ant Group Co., Ltd. (螞蟻科技集團股份有限公司) (formerly

known as 浙江螞蟻小微金融服務集團股份有限公司 (Ant Small

and Micro Financial Services Group Co., Ltd.*)), a joint stock

company incorporated in the PRC with limited liability and an

associate of Alibaba Holding

''Ant Group''

the group of companies comprising Ant and its Subsidiaries

''associate(s)''

has the meaning given to it under the Listing Rules

''Board''

the board of directors of the Company

''CDN''

content delivery network

''Cloud Computing

the services to be provided by Alibaba Cloud to Alibaba Health

Services''

(China) under the 2022 Cloud Computing Services Framework

Agreement, further details of which are set out in the paragraph

headed ''2022 Cloud Computing Services Framework Agreement

- Services to be provided'' in this announcement

''Company''

Alibaba Health Information Technology Limited (阿里健康信息

技術有限公司), a company incorporated in Bermuda, the shares

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

(Stock Code: 00241)

''connected

has the meaning given to it under the Listing Rules

person(s)''

- 28 -

''Control''

the power or authority, whether exercised or not, to direct the

business, management and policies of a person, directly or

indirectly, whether through the ownership of voting securities,

by contract or otherwise, which power or authority shall

conclusively be presumed to exist upon possession of beneficial

ownership or power to direct the vote of more than fifty per cent

(50%) of the votes entitled to be cast at a meeting of the

members or shareholders of such person or power to control the

composition of a majority of the board of directors (or similar

governing body) of such person and the terms ''Controls'' and

''Controlled'' shall be construed accordingly

''controlling

has the meaning given to it under the Listing Rules

shareholder''

''Counterparties'

the services to be provided by (i) Koubei Shanghai and/or its

Platform Services''

affiliates to the Group; or (ii) the Group to Koubei Shanghai

and/or its affiliates under the 2022 Koubei Services Framework

Agreement, further details of which are set out in the paragraph

headed ''2022 Koubei Services Framework Agreement -

Services to be provided'' in this announcement

''Counterparties'

the categories of healthcare and pharmaceutical products and

Platform Services

services on the platform which are operated by either the Group,

Categories''

Koubei Shanghai or its affiliates (as applicable)

''Director(s)''

member(s) of the Board

''Discounted

with respect to each of the services provided by Alibaba Cloud,

Published Rates''

the fees for such services calculated by applying a discount

ranging from 0%-70% (as the case may be) to the relevant

service rate published by Alibaba Cloud on its official website

from time to time

''ECS''

elastic computing service

''EDAS''

enterprise distributed application service

''EIP''

elastic internet protocol address

''GMV''

gross merchandise volume

''Group''

the Company and its Subsidiaries from time to time

- 29 -

''Hangzhou Junao''

Hangzhou Junao Equity Investment Partnership (Limited

Partnership)*

(杭州君澳股權投資合夥企業(有限合夥)),

a

limited liability partnership established under the laws of the

PRC

''Hangzhou Junhan''

Hangzhou Junhan Equity Investment Partnership (Limited

Partnership)*

(杭州君瀚股權投資合夥企業(有限合夥)),

a

limited liability partnership established under the laws of the

PRC

''Hangzhou Yunbo''

Hangzhou Yunbo Investment Consulting Co., Ltd.* (杭州雲鉑投

資諮詢有限公司), a company established under the laws of the

PRC with limited liability

''HK$''

Hong Kong dollars, the lawful currency of Hong Kong

''Hong Kong''

Hong Kong Special Administrative Region of the PRC

''Koubei''

the restaurant and local services guide platform for in-store

consumption operated by Koubei Shanghai

''Koubei Shanghai''

Koubei (Shanghai) Information Technology Co., Ltd.* 口碑(上

海)信息技術有限公司, a company established in the PRC with

limited liability and a consolidated entity of Alibaba Holding

''Listing Rules''

The Rules Governing the Listing of Securities on the Stock

Exchange

''Marketing

the marketing resources provided by the Advertising Parties on

Resources''

various platforms in accordance with their standard terms and

conditions as amended from time to time

''NAS''

network attached storage documentation services

''NAT''

network address translation gateway

''OCS''

open cache service

''ODPS''

open data processing service

''OSS''

open storage service

''OTS''

open table service

- 30 -

''Outsourced

the services to be provided by Alibaba Health (Hainan) to

Services''

Taobao Group under the 2022 Outsourced Services Framework

Agreement, further details of which are set out in the paragraph

headed ''2022 Outsourced Services Framework Agreement -

Services to be provided'' in this announcement

''Outsourced Services

certain product categories or services offered on Tmall from time

Categories''

to time, including refined Chinese medicines, traditional

nutritional products, common dietary nutritional food and

specific purpose beverage under food supplements and dietary

nutritional supplements as at the date of this announcement

''Payment Services''

the services to be provided by Alipay China to the Group under

the 2022 Payment Services Framework Agreement, further

details of which are set out in the paragraph headed ''2022

Payment Services Framework Agreement - Services to be

provided, service fees, pricing terms and payment terms'' in

this announcement

''Perfect Advance''

Perfect Advance Holding Limited, a company incorporated in

the British Virgin Islands and an indirect wholly-owned

Subsidiary of Alibaba Holding

''PRC'' or ''China''

the People's Republic of China, and for the purpose of this

announcement, excluding Hong Kong, the Macau Special

Administrative Region and Taiwan

''RDS''

relational database service

''Renewed CCT

the 2022 Koubei Services Framework Agreement, the 2022

Agreements''

Tracking Services Framework Agreement, the 2022 Outsourced

Services Framework Agreement, the 2022 Cloud Computing

Services Framework Agreement, the 2022 Payment Services

Framework Agreement, the 2022 Shared Services Agreement, the

2022 Agency Agreement and the 2022 Software Services

Framework Agreement

''RMB''

Renminbi, the lawful currency of the PRC

''Share(s)''

ordinary shares in the issued capital of the Company with a

nominal value of HK$0.01 each

''Share Purchase

the share purchase agreement dated February 6, 2020 entered

Agreement''

into between the Company and Ali JK Nutritional Products

Holding Limited

- 31 -

''Shared Services''

the services to be provided by the relevant Alibaba Service

Providers to the Group under the 2022 Shared Services

Agreement, further details of which are set out in the

paragraph headed ''2022 Shared Services Agreement -

Services to be provided, service fees, pricing terms and

payment terms'' in this announcement

''Shareholder(s)''

holder(s) of the Share(s)

''SLB''

server load balancer

''Software Services''

the services to be provided by the Group to Taobao Group under

the 2022 Software Services Framework Agreement, further

details of which are set out in the paragraph headed ''2022

Software Services Framework Agreement - Services to be

provided'' in this announcement

''Software Services

the categories of products and services acquired and operated by

Categories''

the Group on the Tmall Platforms since the completion of the

Acquisition, which, as at the date of this announcement, include

pharmaceutical products, medical devices, medical services,

adult products, health food and food for special medical

purpose and other related products and services sold by

merchants on the Tmall Platforms

''Special Offer

a special marketing channel of the Tmall Entities which provides

Platform''

the Tmall Merchants with Internet information services and

related software and technical support

''Stock Exchange''

The Stock Exchange of Hong Kong Limited

''Subsidiary/(ies)''

includes, in relation to any person: (i) any company or business

entity of which that person owns or Controls (either directly or

through one or more other subsidiaries) such company or

business entity; and (ii) any company or business entity which

at any time has its accounts consolidated with those of that

person or which, under Hong Kong law or any other applicable

law, regulations or the Hong Kong Financial Reporting

Standards or such other generally accepted accounting

principles or standards as may be applicable to that person

from time to time, should have its accounts consolidated with

those of that person

''substantial

has the meaning given to it under the Listing Rules

shareholder(s)''

- 32 -

''Taobao China''

Taobao China Holding Limited, a limited liability company

incorporated in Hong Kong and an indirect wholly-owned

Subsidiary of Alibaba Holding

''Taobao Group''

Taobao Holding and its Subsidiaries

''Taobao Holding''

Taobao Holding Limited, a limited liability company

incorporated in the Cayman Islands and a direct wholly-owned

Subsidiary of Alibaba Holding

''Taobao

China's leading mobile commerce destination known as Taobao

Marketplace''

(淘寶) operated by Alibaba Holding's affiliates with a large and

growing social community

''Target Business''

the business to be directly or indirectly injected into the

Company pursuant to the terms of the Share Purchase

Agreement

''Tmall''

Tmall.com, the third-party online and mobile commerce

platform for brands and retailers known as Tmall (天貓)

operated by Alibaba Holding's affiliates and for the purpose of

the 2022 Outsourced Services Framework Agreement, including

Tmall Supermarket and Special Offer Platform but excluding

Tmall Global

''Tmall Entities''

Tmall Technology, Tmall Network and/or their applicable

affiliates (as the case may be), collectively

''Tmall Global''

the third-party import e-commerce platform known as Tmall

Global (天貓國際) operated by Alibaba Holding's affiliates

which serves as the premier platform through which overseas

brands and retailers reach Chinese consumers

''Tmall Global

the products and/or services sold on Tmall Global referred in the

Products and

circular dated March 11, 2020 of the Company in relation to the

Services''

Acquisition

''Tmall Merchants''

the legal entities conducting sale of products or provision of

services on Tmall

''Tmall Network''

Zhejiang Tmall Network Co., Ltd* (浙江天貓網絡有限公司), a

company established in the PRC with limited liability and a

consolidated entity of Alibaba Holding

''Tmall Platforms''

Tmall and Tmall Global

- 33 -

''Tmall Supermarket''

chaoshi.tmall.com, the independent channel on Tmall known as

Tmall Supermarket (天貓超市) which utilizes both marketplace

and retail model to offer consumers a broad range of

high-quality daily necessities

''Tmall Technology''

Zhejiang Tmall Technology Co., Ltd* (浙江天貓技術有限公司),

a company established in the PRC with limited liability and an

indirect wholly-owned Subsidiary of Alibaba Holding

''Tracking Services''

the services to be provided by the Group to Taobao China under

the 2022 Tracking Services Framework Agreement, further

details of which are set out in the paragraph headed ''2022

Tracking Services Framework Agreement - Services to be

provided'' in this announcement

''%''

per cent

  • English name for identification purpose only.

For and on behalf of the Board

Alibaba Health Information Technology Limited

ZHU Shunyan

Chairman and Chief Executive Officer

Hong Kong, March 30, 2021

As at the date of this announcement, the Board comprises seven Directors, of whom (i) two are executive Directors, namely Mr. ZHU Shunyan and Mr. TU Yanwu; (ii) two are non-executive Directors, namely Mr. WU Yongming and Mr. XU Hong; and (iii) three are independent non-executive Directors, namely Mr. LUO Tong, Mr. WONG King On, Samuel and Ms. HUANG Yi Fei (Vanessa).

- 34 -

Attachments

  • Original document
  • Permalink

Disclaimer

Alibaba Health Information Technology Limited published this content on 30 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 March 2021 14:38:13 UTC.