Beijing Tong Ren Tang Chinese Medicine : Notice of Extraordinary General Meeting

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BEIJING TONG REN TANG CHINESE MEDICINE COMPANY LIMITED

北 京 同 仁 堂 國 藥 有 限 公 司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 3613)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (''EGM'') of Beijing Tong Ren Tang Chinese Medicine Company Limited (the ''Company'') will be held at 9:30 a.m. on Monday, 30 December 2019 at Room 1405-1409, Office Tower, Convention Plaza, 1 Harbour Road, Wanchai, Hong Kong for the purpose of considering and, if thought fit, passing the following resolution:

AS AN ORDINARY RESOLUTION

''THAT, the distribution framework agreement dated 2 December 2019 (the ''Renewed PRC Distribution Framework Agreement'') entered into between the Company and China Beijing Tong Ren Tang (Holdings) Corporation, and the proposed annual caps for the three years ending 31 December 2022 for the transactions contemplated thereunder are hereby approved, ratified and confirmed; and THAT any one director of the Company be and is hereby authorized to sign or execute such other documents or supplemental agreements or deeds on behalf of the Company and to do all such things and take all such actions as he may consider necessary or desirable for the purpose of giving effect to the Renewed PRC Distribution Framework Agreement and completing the transactions contemplated thereunder with such changes as he/she may consider necessary, desirable or expedient.''

By order of the Board

Beijing Tong Ren Tang

Chinese Medicine Company Limited

Ding Yong Ling

Chairman

Hong Kong, 5 December 2019

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Notes:

1. Shareholders entitled to attend and vote at the EGM is entitled to appoint one or more proxies to attend and vote on his/her/its behalf. A proxy need not be a shareholder of the Company.
2. In order to be valid, the proxy form together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy of such power or authority), must be delivered to the Company's share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited 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 EGM or any adjournment thereof.
3. Delivery of an instrument appointing a proxy should not preclude a member from attending and voting in person at the EGM and in such event, the instrument appointing a proxy shall be deemed to be revoked.
4. If a shareholder appoints more than one proxy, such proxies shall only exercise their voting rights by a poll.
5. For the purpose to determine the entitlements of the Shareholders to attend and vote at the EGM, the register of members of the Company will be closed from Monday, 23 December 2019 to Monday, 30 December 2019 (both days inclusive), during which period no transfer of shares of the Company will be registered. All transfer documents accompanied by the relevant share certificates must be lodged with the Company's share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not later than 4:30 p.m. on Friday, 20 December 2019.

As at the date of this announcement, the executive directors are Ms. Ding Yong Ling (Chairman), Mr. Zhang Huan Ping and Ms. Lin Man; and the independent non-executive directors are Mr. Tsang Yok Sing, Jasper, Mr. Zhao Zhong Zhen and Mr. Chan Ngai Chi.

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