JS Global Lifestyle : (1) ADOPTION OF THE SUBSIDIARY OPTION SCHEME (2) PROPOSED GRANT OF OPTIONS BY JOYOUNG AND (3) NOTICE OF THE EXTRAORDINARY 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 JS Global Lifestyle Company 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.

JS Global Lifestyle Company Limited

JS 環球生活有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1691)

1. 1. ADOPTION OF THE SUBSIDIARY OPTION SCHEME
   2. PROPOSED GRANT OF OPTIONS BY JOYOUNG AND
2. NOTICE OF THE EXTRAORDINARY GENERAL MEETING

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

A notice convening the Extraordinary General Meeting of JS Global Lifestyle Company Limited to be held at Main Conference Room, 1/F, Administrative Building, Joyoung Innovation Industrial Park, No. 760, Yinhai Street, Qiantang District, Hangzhou, Zhejiang Province, China on May 28, 2021 at 10:00 a.m. or immediately after the annual general meeting of the Company, whichever is later (and at any adjournment thereof) is set out on pages 30 to 31 of this circular. A form of proxy for use at the Extraordinary 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.jsgloballife.com).

Whether or not you intend to attend the Extraordinary General Meeting, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return the same to the Company's branch share registrar in Hong Kong, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for the holding of the Extraordinary General Meeting (i.e. before May 26, 2021 at 10:00 a.m.) or any adjournment thereof. Completion and return of the form of proxy shall not preclude you from attending and voting in person at the Extraordinary General Meeting or any adjournment thereof if you so desire.

PRECAUTIONARY MEASURES FOR THE EXTRAORDINARY GENERAL MEETING

Measures being taken to try to prevent and control the spread of the Coronavirus at the Extraordinary General Meeting.

• compulsory temperature checks and health declarations
• compulsory wearing of surgical face masks
• maintain proper distance between seats

Any person who does not comply with the precautionary measures may be denied entry into the EGM venue. The Company requires attendees to wear face masks and reminds Shareholders that they may appoint the Chairman of the meeting as their proxy to vote on the relevant resolutions at the EGM as an alternative to attending the EGM in person.

May 12, 2021

CONTENTS

	Page
DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . .	4
APPENDIX I - PRINCIPAL TERMS OF THE SUBSIDIARY OPTION SCHEME . . . . .	14
NOTICE OF THE EXTRAORDINARY GENERAL MEETING . . . . . . . . . . . . .	30

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DEFINITIONS

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

"Administrative Measures"	the Administrative Measures on Share Incentives of Listed Companies
		（《上市公司股權激勵管理辦法》）
"Articles of Association"	the amended and restated memorandum and articles of association of the
		Company, as amended, supplemented or otherwise modified from time to
		time
"Board"	the board of Directors
"Branch Share Registrar"	Tricor Investor Services Limited, the branch share registrar of the
		Company in Hong Kong
"Company"	JS Global Lifestyle Company Limited, an exempted company
		incorporated in the Cayman Islands with limited liability on July 26,
		2018, the shares of which are listed on the Stock Exchange
"Company Law"	the Company Law of the PRC
"CSRC"	China Securities Regulatory Commission
"connected person(s)"	has the meaning ascribed to it under the Listing Rules
"controlling shareholder(s)"	has the meaning ascribed to it under the Listing Rules
"core connected person(s)"	has the meaning ascribed to it under the Listing Rules
"date of the announcement	April 1, 2021, being the date of the respective announcement published
	of the Subsidiary	on the Shenzhen Stock Exchange after the date of Subsidiary Board's
	Option Scheme"	provisional approval of the adoption of Subsidiary Option Scheme
"Date of Grant"	the date on which Options are granted to Eligible Persons under the
		Subsidiary Option Scheme, which must be a trading day of Shenzhen
		Stock Exchange
"Director(s)"	the director(s) of the Company
"EGM" or "Extraordinary	the extraordinary general meeting of the Company to be convened and
	General Meeting"	held at Main Conference Room, 1/F, Administrative Building, Joyoung
		Innovation Industrial Park, No. 760, Yinhai Street, Qiantang District,
		Hangzhou, Zhejiang Province, China, on May 28, 2021 at 10:00 a.m. or
		immediately after the annual general meeting of the Company, whichever
		is later; or any adjournment thereof, to consider and, if thought fit,
		approve the resolutions contained in the notice of the Extraordinary
		General Meeting which is set out on pages 30 to 31 of this circular
"Eligible Person(s)"	the person to be granted Option(s) under the Subsidiary Option Scheme

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	DEFINITIONS
"Exercise Condition(s)"	the conditions required to be satisfied by the Eligible Person to exercise
	the Options under the Subsidiary Option Scheme
"Exercise Date"	the date on which an Eligible Person is entitled to exercise an Option,
	which must be a trading day of Shenzhen Stock Exchange, for details,
	please refer to the section headed "(ii) Exercise Arrangement" in the
	circular
"Exercise Price"	the price per Subsidiary Share at which an Eligible Person may subscribe
	for the Subsidiary Shares on the exercise of an Option
"First Grant"	the proposed first grant of not more than 15,600,000 Options to the
	Grantees pursuant to the Subsidiary Option Scheme
"Grant"	a total of 18,000,000 Options proposed to be granted by Joyoung to the
	Eligible Persons under the Subsidiary Option Scheme
"Grantee(s)"	means any Eligible Person who accepts the Grant in accordance with the
	terms of the Subsidiary Option Scheme
"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
"Joyoung"	Joyoung Co., Ltd. (九陽股份有限公司), a company incorporated in
	the PRC on July 8, 2002, whose shares are listed on the Shenzhen Stock
	Exchange and is a subsidiary of the Company
"Latest Practicable Date"	May 7, 2021, being the latest practicable date prior to the printing of this
	circular for ascertaining certain information in this circular
"Listing Date"	December 18, 2019, being the date of the listing of the Shares on the Main
	Board of the Stock Exchange
"Listing Rules"	the Rules Governing the Listing of Securities on The Stock Exchange of
	Hong Kong Limited
"Measurement Date"	April 29, 2021, being the date for ascertaining the fair value of the
	Options from time to time

"Mr. David William Stevenson" one of the core connected persons (as defined under the Listing Rules) for his directorships held in certain subsidiaries of the Company

"Mr. Mark Adam Barrocas"	one of the core connected persons (as defined under the Listing Rules) for
	his chief executive positions held in certain subsidiaries of the Company
"Mr. Matthew Broadway"	one of the core connected persons (as defined under the Listing Rules) for
	his directorships held in certain subsidiaries of the Company

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	DEFINITIONS
"Mr. Pedro Lopez Baldrich"	one of the core connected persons (as defined under the Listing Rules) for
	his directorship held in a subsidiary of the Company
"Mr. Shan Minqi"	one of the core connected persons (as defined under the Listing Rules) for
	his directorship held in a subsidiary of the Company
"Option(s)"	the right to be granted to Grantee(s) to acquire certain number of A Shares
	of Joyoung at a pre-determined price in a particular period of time in
	the future and subject to certain conditions under the Subsidiary Option
	Scheme
"PRC"	the People's Republic of China, and for the purpose of this circular,
	excluding Hong Kong, the Macau Special Administrative Region of the
	PRC and Taiwan
"Reserved Grant"	the proposed reserved grant of not more than 2,400,000 Options to the
	Grantees pursuant to the Subsidiary Option Scheme
"Securities Law"	the Securities Law of the PRC
"SFO"	the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong
	Kong)
"Share(s)"	ordinary share(s) of US$0.00001 each in the share capital of the Company
"Shareholder(s)"	holder(s) of Share(s)
"Subsidiary Board"	the board of directors of Joyoung
"Subsidiary Option Scheme"	the proposed share option incentive scheme of Joyoung
or "Scheme"
"Subsidiary Share(s)"	the share(s) of Joyoung
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Takeovers Code"	the Code on Takeovers and Mergers as amended from time to time
"Validity Period"	refers to the Subsidiary Option Scheme's validity period, commencing
	from the Date of Grant and end on the date on which all the Options
	granted to the Grantees under the Subsidiary Option Scheme have been
	exercised or cancelled, and shall not be longer than 48 months
"Vesting Period(s)"	the period(s) from the date on which the registration of the grant of
	Options are completed to the Exercise Date of the Options
"%"	per cent

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