Beijing Tong Ren Tang Chinese Medicine : Poll Results of Extraordinary General Meeting held on 30 December 2019

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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)

POLL RESULTS OF EXTRAORDINARY GENERAL MEETING

HELD ON 30 DECEMBER 2019

Poll Results of EGM

The board of directors (the "Board") of Beijing Tong Ren Tang Chinese Medicine Company Limited (the "Company") is pleased to announce that the extraordinary general meeting (the "EGM") was 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 and the proposed ordinary resolution set out in the notice of the EGM dated 5 December 2019 were duly passed at the EGM.

As at the date of the EGM, there were 837,100,000 shares (the "Shares") of the Company in issue. China Beijing Tong Ren Tang Group Co., Ltd. ("Tong Ren Tang Holdings"), who directly and indirectly, held 600,000,000 Shares (representing approximately 71.67% of the issued share capital of the Company) and was a connected person of the Company under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"), has a material interest in the proposed transactions under the resolutions considered at the EGM and therefore Tong Ren Tang Holdings and its associates, interested in an aggregate of 600,000,000 Shares (representing approximately 71.67% of the issued share capital of the Company), have abstained from voting at the EGM.

Save as disclosed above, as at the date of the EGM, no shareholder was required to abstain from voting on the resolutions proposed at the EGM, and there was no Share entitling the holders to attend and vote only against the resolutions proposed at the EGM. Accordingly, a total of 57,207,632 Shares was the total number of Shares entitling the holders to attend and vote for or against the resolutions proposed at the EGM. The shareholders of the Company and authorized proxies holding an aggregate of 57,207,632 Shares carrying voting rights voted at the EGM.

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The poll results are as follows:

	Number of votes cast
As Ordinary Resolution	(percentage of total number of votes cast, %)
	For	Against
THAT, the distribution framework agreement
dated 2 December 2019 (the ''Renewed PRC
Distribution Framework Agreement'') entered
into between the Company and Tong Ren Tang
Holdings, 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	57,207,632	0
authorized to sign or execute such other
100 %	0 %
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.

As more than 50% of the total valid voting rights held by attending shareholders and authorized proxies were cast in favour of resolution, the ordinary resolutions as set out in the notice of the EGM were duly passed by way of poll as ordinary resolutions.

According to the requirements of the Listing Rules, Computershare Hong Kong Investor Services Limited, the Company's share registrar, was appointed scrutineer in respect of vote-taking at the EGM.

By order of the Board

Beijing Tong Ren Tang

Chinese Medicine Company Limited

Ding Yong Ling

Chairman

Hong Kong, 30 December 2019

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

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