Peijia Medical : PROPOSED GRANTING OF GENERAL MANDATES TO ISSUE SHARES AND REPURCHASE SHARES; PROPOSED RE-ELECTION OF RETIRING DIRECTORS; AND NOTICE OF ANNUAL GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt about this circular or as to the action to be taken, you should consult your stockbroker, or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Peijia Medical Limited, you should at once hand this circular with the enclosed form of proxy to the purchaser or transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or the 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.

Peijia Medical Limited

沛 嘉 醫 療 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 9996)

PROPOSED GRANTING OF GENERAL MANDATES

TO ISSUE SHARES AND REPURCHASE SHARES;

PROPOSED RE-ELECTION OF RETIRING DIRECTORS;

AND

NOTICE OF ANNUAL GENERAL MEETING

A notice convening the annual general meeting of Peijia Medical Limited to be held at 8 Zhongtian Street, Suzhou Industrial Park, Suzhou, Jiangsu Province, the People's Republic of China on Friday, May 21, 2021 at 9:30 a.m. is set out on pages 25 to 29 of this circular. A form of proxy for use at the annual general meeting is also enclosed. Such form of proxy is also published on the website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk and the website of the Company at www.peijiamedical.com. Whether or not you are able to attend the annual general meeting, you are requested to complete the form of proxy in accordance with the instructions printed thereon and return it to the Hong Kong branch share registrar and transfer office of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for the holding of the annual general meeting (i.e. no later than 9:30 a.m. on Wednesday, May 19, 2021, Hong Kong time) or any adjournment thereof. Completion and return of the form of proxy will not preclude shareholders from attending and voting in person at the annual general meeting or any adjourned meeting thereof if they so wish. The Company strongly recommends you to monitor the development of the COVID-19situation and to assess, based on the social distancing policies, the necessity for attending the Annual General Meeting in person.

April 21, 2021

			CONTENTS
				Pages
Definitions	. . . .	. . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
Letter from the Board . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
1.	Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
2.	Proposed Granting of General Mandate to Issue Shares . . . . . . . . . . . . . . . . . . . . .	6
3.	Proposed Granting of General Mandate to Repurchase Shares . . . . . . . . . . . . . . . .	7
4.	Proposed Re-election of Retiring Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	7
5.	Notice of Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	8
6.	Form of Proxy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	8
7.	Voting by Poll . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	8
8.	Precautionary Measures for the Annual General Meeting . . . . . . . . . . . . . . . . . . .	9
9.	Recommendation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	9
APPENDIX I	-	DETAILS OF DIRECTORS PROPOSED
			FOR RE-ELECTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	10
APPENDIX II	-	EXPLANATORY STATEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	21
APPENDIX III	-	NOTICE OF ANNUAL GENERAL MEETING . . . . . . . . . . . . . . . . . .	25

- i -

DEFINITIONS

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

"Achieva HK"	Achieva Medical HK Limited, an exempted company
	incorporated under the laws of Hong Kong on March 25,
	2009, being an indirect wholly-owned subsidiary of the
	Company
"Achieva Medical"	Achieva Medical Limited, an exempted limited liability
	company incorporated under the laws of the Cayman
	Islands on November 2, 2005, being a wholly-owned
	subsidiary of the Company
"Achieva Shanghai"	Achieva Medical (Shanghai) Co., Ltd. (加奇生物科技
	（上海）有限公司), a limited liability company incorporated
	under the laws of PRC on March 21, 2006, being an
	indirect wholly-owned subsidiary of the Company
"Achieva Suzhou"	Achieva Medical (Suzhou) Co., Ltd. (上海加奇生物科技蘇
	州有限公司), a limited liability company incorporated
	under the laws of PRC on November 29, 2016, being an
	indirect wholly-owned subsidiary of the Company
"Annual General Meeting"	the annual general meeting of the Company to be held at 8
	Zhongtian Street, Suzhou Industrial Park, Suzhou, Jiangsu
	Province, the People's Republic of China on Friday, May
	21, 2021 at 9:30 a.m., or any adjournment thereof and
	notice of which is set out on pages 25 to 29 of this circular
"Articles of Association"	the ninth amended and restated articles of association of
	the Company conditionally adopted on April 28, 2020 and
	effective on the Listing Date, as amended, supplemented or
	otherwise modified from time to time
"Board"	the board of Directors
"Cayman Companies Act"	the Companies Act, (as revised) of the Cayman Islands (as
	amended, supplemented or otherwise modified from time
	to time)
"Company" or "our Company"	Peijia Medical Limited (沛嘉醫療有限公司), an exempt
	limited liability company incorporated under the laws of
	the Cayman Islands on May 30, 2012, with its Shares listed
	on the Main Board of the Stock Exchange

- 1 -

DEFINITIONS

"Concert Parties"

"Concert Party Agreement"

"COVID-19"

"Director(s)"

"Global Offering"

"Group," "our Group," "our," "we," or "us"

"HKD" or "HK$"

"Hong Kong"

"Issue Mandate"

"Jiangxi Zhisheng"

"Latest Practicable Date"

"Listing Date"

"Listing Rules"

Dr. Yi ZHANG, Mrs. Ping Ye ZHANG, Ms. Hong YE, Jinnius Drive Trust, Hanlindale Trust and XinYue International Limited, being parties to the Concert Party Agreement, and each a "Concert Party"

the agreement entered into among the Concert Parties dated January 21, 2020, further information on which is set out in "History, Development and Corporate Structure - Our Founders and Concert Party Arrangement" of the Prospectus

coronavirus disease 2019

the director(s) of the Company

has the meaning as ascribed to it under the Prospectus

the Company and its subsidiaries

Hong Kong dollars, the lawful currency of Hong Kong

the Hong Kong Special Administrative Region of the PRC

a general and unconditional mandate proposed to be granted to the Directors at the Annual General Meeting to allot, issue and/or deal with the Shares not exceeding 20 per cent of the aggregate nominal value of share capital of the Company in issue as at the date of passing of the relevant resolution granting the relevant mandate

Jiangxi Zhisheng Medical Equipment Co., Ltd. (江西智勝 醫療器械有限公司), a limited liability company incorporated under the laws of PRC on April 3, 2018, being an indirect wholly-owned subsidiary of the Company

April 13, 2021, being the latest practicable date prior to the printing of this circular for the purpose of ascertaining certain information contained in this circular

the date, May 15, 2020, on which the Shares were listed and dealings in the Shares first commence on the Stock Exchange

the Rules Governing the Listing of Securities on the Stock Exchange, as amended, supplemented or otherwise modified from time to time

- 2 -

	DEFINITIONS
"Marvel Finder"	Marvel Finder Limited (誠啟有限公司), a limited liability
	company incorporated under the laws of Hong Kong on
	August 25, 2017, being a wholly-owned subsidiary of the
	Company
"Memorandum" or	the memorandum of association of the Company,
"Memorandum of Association"	conditionally adopted on April 28, 2020 and effective on
	the Listing Date, as amended from time to time
"Nomination Committee"	the nomination committee of the Company
"PRC" or "China"	the People's Republic of China, excluding, for the purpose
	of this circular, Hong Kong, the Macau Special
	Administrative Region of the People's Republic of China
	and Taiwan, unless otherwise specified
"Prospectus"	the prospectus of the Company dated May 5, 2020, in
	relation to the Global Offering
"Repurchase Mandate"	a general and unconditional mandate proposed to be
	granted to the Directors at the Annual General Meeting to
	repurchase Shares not exceeding 10 per cent of the
	aggregate nominal value of share capital of the Company in
	issue as at the date of passing of the relevant resolution
	granting the relevant mandate
"RMB"	Renminbi, the lawful currency of the PRC
"SFC"	the Securities and Futures Commission of Hong Kong
"SFO"	the Securities and Futures Ordinance, Chapter 571 of the
	Laws of Hong Kong (as amended, supplemented or
	otherwise modified from time to time)
"Share(s)"	ordinary share(s) with nominal value of US$0.0001 each in
	the share capital of the Company
"Shareholder(s)"	holder(s) of the Shares
"Share Option Plan"	the share option plan approved and adopted by the
	Company on December 27, 2019 for the benefit of any
	Director, employee, adviser and consultant, of the
	Company or any of its subsidiaries; a summary of the
	principal terms is set forth in the paragraph headed
	"Appendix IV - Statutory and General Information - D.
	Share Incentive Schemes" in the Prospectus

- 3 -

	DEFINITIONS
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Takeovers Code"	the Codes on Takeovers and Mergers and Share Buy-backs
	issued by the SFC, as amended, supplemented or otherwise
	modified from time to time
"US$" or "USD"	United States dollars, the lawful currency of the United
	States
"%"	per cent

In this circular, the terms "close associate", "core connected person", "controlling shareholder", "subsidiary" and "substantial shareholder" shall have the meanings given to such terms in the Listing Rules, unless the context otherwise requires.

- 4 -

LETTER FROM THE BOARD

Peijia Medical Limited

沛 嘉 醫 療 有 限 公 司
(Incorporated in the Cayman Islands with limited liability)
	(Stock Code: 9996)
Executive Directors:	Registered office:
Dr. Yi ZHANG (Chairman)	Floor 4, Willow House
Mrs. Ping Ye ZHANG	Cricket Square
Ms. Hong YE	Grand Cayman, KY1-9010
	Cayman Islands
Non-executive Directors:
Dr. Zhiyun YU	Corporate headquarters:
Mr. Jifeng GUAN	8 Zhongtian Street
Mr. Fei CHEN	Suzhou Industrial Park, Suzhou
Mr. Jun YANG	Jiangsu Province
	the PRC
Independent Non-executive Directors:
Dr. Stephen Newman OESTERLE	Principal place of business in Hong Kong:
Mr. Robert Ralph PARKS	Room 1901, 19/F, Lee Garden One
Mr. Wayne WU	33 Hysan Avenue
Mr. Wai Ming YIP	Causeway Bay

Hong Kong

April 21, 2021

To the Shareholders

Dear Sir or Madam

PROPOSED GRANTING OF GENERAL MANDATES

TO ISSUE SHARES AND REPURCHASE SHARES;

PROPOSED RE-ELECTION OF RETIRING DIRECTORS;

AND

NOTICE OF ANNUAL GENERAL MEETING

1. INTRODUCTION

The purpose of this circular is to give you the notice of Annual General Meeting and further information about the following proposals to be put forward at the Annual General Meeting: (a) the grant to the Directors of the Issue Mandate and the Repurchase Mandate; and (b) the re-election of the retiring Directors.

- 5 -

LETTER FROM THE BOARD

Pursuant to the resolutions passed by a duly convened general meeting of the Shareholders on April 28, 2020, the Directors were granted (a) a general unconditional mandate to allot, issue and deal with Shares, and to make or grant offers, agreements, or options which might require such Shares to be allotted and issued or dealt with at any time subject to the requirement that the aggregate nominal value of the Shares so allotted and issued or agreed conditionally or unconditionally to be allotted and issued, shall not exceed 20% of the aggregate nominal value of the share capital of the Company in issue immediately following the completion of the Global Offering (as defined in the Prospectus) (but excluding any Shares which may be allotted, issued, or dealt with under a rights issue or scrip dividend scheme or similar arrangements, or a specific authority granted by the Shareholders or upon the exercise of the Over-allotment Option (as defined in the Prospectus) or under the Share Incentive Schemes (as defined in the Prospectus)); and (b) a general unconditional mandate to repurchase the Shares on the Stock Exchange or on any other stock exchange on which the Shares may be listed (and which is recognised by the SFC and the Stock Exchange for this purpose) with an aggregate nominal value of not more than 10% of the aggregate nominal value of the share capital of the Company in issue immediately following the completion of the Global Offering (as defined in the Prospectus) (but excluding any Shares which may be allotted issued upon the exercise of the Over-allotment Option (as defined in the Prospectus) or under the Share Incentive Schemes (as defined in the Prospectus); and (c) the power to extend the general unconditional mandate mentioned in (a) above by the addition to the aggregate nominal value of the Shares which may be allotted and issued or agreed to be allotted and issued by the Directors pursuant to such general mandate of an amount representing the aggregate nominal value of the Shares purchased by the Company pursuant to the mandate to repurchase Shares referred to (b) above (up to 10% of the aggregate nominal value of the Shares in issue immediately following completion of the Global Offering (as defined in the Prospectus), excluding any Shares which may fall to be allotted and issued pursuant to the exercise of the Over-allotment Option (as defined in the Prospectus) or under the Share Incentive Scheme (as defined in the Prospectus).

The above general mandates will expire at the conclusion of the Annual General Meeting.

2. PROPOSED GRANTING OF GENERAL MANDATE TO ISSUE SHARES

In order to ensure flexibility and give discretion to the Directors, in the event that it becomes desirable for the Company to issue any new Shares, approval is to be sought from the Shareholders, pursuant to the Listing Rules, for the general mandate to issue the Shares. At the Annual General Meeting, an ordinary resolution no. 4(A) will be proposed to grant the Issue Mandate to the Directors to exercise the powers of the Company to allot, issue and deal with the additional Shares in the share capital of the Company up to 20 per cent of the aggregate nominal value of the share capital of the Company in issue as at the date of passing of the resolution in relation to the Issue Mandate.

As at the Latest Practicable Date, the issued share capital of the Company comprised 666,718,000 Shares. Subject to the passing of the ordinary resolution no. 4(A) and on the basis that no further Shares are issued or repurchased after the Latest Practicable Date and up to the Annual General Meeting, the Company will be allowed to issue a maximum of 133,343,600 Shares under the Issue Mandate.

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LETTER FROM THE BOARD

In addition, subject to a separate approval of the ordinary resolution no. 4(C), the number of Shares repurchased by the Company under ordinary resolution no. 4(B) will also be added to extend the 20 per cent limit of the Issue Mandate as mentioned in the ordinary resolution no. 4(A) provided that such additional amount shall not exceed 10 per cent of the aggregate nominal value of the share capital of the Company in issue as at the date of passing the resolutions in relation to the Issue Mandate and the Repurchase Mandate. The Directors wish to state that they have no immediate plans to issue any new Shares pursuant to the Issue Mandate.

The Issue Mandate will continue to be in force from the passing of the said resolution until whichever the following first occurs: (i) the conclusion of the next annual general meeting of the Company; (ii) the expiration of the period within which the next annual general meeting of the Company is required by any applicable laws or the Articles of Association or to be held; and (iii) the revocation or variation of the authority given under such ordinary resolution by an ordinary resolution of the Shareholders in general meeting.

3. PROPOSED GRANTING OF GENERAL MANDATE TO REPURCHASE SHARES

In addition, an ordinary resolution will be proposed at the Annual General Meeting to approve the granting of the Repurchase Mandate to the Directors to exercise the powers of the Company to repurchase the Shares representing up to 10 per cent of the aggregate nominal value of the share capital of the Company in issue as at the date of passing of the resolution in relation to the Repurchase Mandate.

The Repurchase Mandate, if approved, will continue in force until the earliest of: (i) the conclusion of the next annual general meeting of the Company; (ii) the expiration of the period within which the next annual general meeting of the Company is required by any applicable laws or the Articles of Association to be held; or (iii) the revocation or variation of the authority given under the resolution by an ordinary resolution of the Shareholders of the Company in general meeting.

The Company has no current intention of exercising the Repurchase Mandate.

An explanatory statement required by the Listing Rules to be sent to the Shareholders in connection with the proposed Repurchase Mandate is set out in Appendix II to this circular. This explanatory statement contains all information reasonably necessary to enable the Shareholders to make an informed decision on whether to vote for or against the relevant resolution at the Annual General Meeting.

4. PROPOSED RE-ELECTION OF RETIRING DIRECTORS

In accordance with article 16.2 of the Articles of Association, the Directors being Mr. Jifeng GUAN, Mr. Fei CHEN and Mr. Jun YANG will retire by rotation at the Annual General Meeting. The abovementioned Directors, being eligible, will offer themselves for re-appointment at the Annual General Meeting upon election.

In accordance with article 16.3 of the Articles of Association, the Directors being Dr. Stephen Newman OESTERLE, Mr. Robert Ralph PARKS, Mr. Wayne WU and Mr. Wai Ming YIP will retire by rotation at the Annual General Meeting. The abovementioned Directors, being eligible, will offer themselves for re-appointment at the Annual General Meeting upon election.

- 7 -

LETTER FROM THE BOARD

In accordance with article 16.18 of the Articles of Association, Dr. Yi ZHANG, Mrs. Ping Ye ZHANG, Ms. Hong YE and Dr. Zhiyun YU shall retire from their office as Directors at the Annual General Meeting. The abovementioned Directors, being eligible, will offer themselves for re-appointment at the Annual General Meeting upon election.

Details of the above retiring Directors who are subject to re-election at the Annual General Meeting are set out in Appendix I to this circular in accordance with the relevant requirements of the Listing Rules.

5. NOTICE OF ANNUAL GENERAL MEETING

Set out on pages 25 to 29 of this circular is the notice of the Annual General Meeting containing, inter alia, ordinary resolutions in relation to granting the Directors the Issue Mandate and the Repurchase Mandate and approving the re-election of the retiring Directors.

6. FORM OF PROXY

A form of proxy is enclosed for use at the Annual General Meeting. Such form of proxy is also published on the website of the Stock Exchange at www.hkexnews.hk. Whether or not you intend to be present at the Annual General Meeting, you are requested to complete the form of proxy in accordance with the instructions printed thereon and return it to the Hong Kong branch share registrar and transfer office of the Company, 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 fixed for the holding of the Annual General Meeting (i.e. no later than 9:30 a.m. on Wednesday, May 19, 2021, Hong Kong time) or at any adjournment thereof. Completion and return of the form of proxy will not preclude Shareholders from attending and voting in person at the Annual General Meeting or any adjoined meeting thereof if they so wish. The Company strongly recommends you to monitor the development of the

COVID-19 situation and to assess, based on the social distancing policies, the necessity for attending the Annual General Meeting in person.

7. VOTING BY POLL

Pursuant to Rule 13.39(4) of the Listing Rules, any vote of Shareholders at a general meeting (save for certain procedural or administrative matters) must be taken by poll. The Chairman of the Annual General Meeting shall therefore demand voting on all resolutions set out in the notice of Annual General Meeting be taken by way of poll pursuant to article 13.5 of the Articles of Association.

On a poll, every Shareholder present in person or by proxy or, in the case of a Shareholder being a corporation, by its duly authorised representative shall have one vote for every fully paid Share of which he/she/it is the holder. A Shareholder entitled to more than one vote on a poll needs not use all his/her/its votes or cast all the votes he/she/it uses in the same way.

- 8 -

LETTER FROM THE BOARD

8. PRECAUTIONARY MEASURES FOR THE ANNUAL GENERAL MEETING

Taking into account of the recent development of the epidemic caused by COVID-19, the Company will implement the following prevention and control measures at the Annual General Meeting against the epidemic to protect the Shareholders from the risk of infection:

1. compulsory body temperature check will be conducted for every Shareholder or proxy at the entrance of the venue. Any person with a body temperature of over 37.3 degrees Celsius will not be permitted to access to the meeting venue;
2. every Shareholder or proxy is required to wear surgical face mask throughout the meeting;
3. no souvenirs will be provided at the Annual General Meeting; and
4. no refreshments will be served at the Annual General Meeting.

9. RECOMMENDATION

The Directors consider that the proposed resolutions for the granting to the Directors of the Issue Mandate and the Repurchase Mandate and approving the re-election of the retiring Directors are in the best interests of the Company and the Shareholders as a whole. The Directors therefore recommend the Shareholders to vote in favour of all the resolutions to be proposed at the Annual General Meeting.

Yours faithfully

By order of the Board

Peijia Medical Limited

Dr. Yi ZHANG

Chairman and executive Director

- 9 -

APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

The following are the particulars of the Directors (as required by the Listing Rules) proposed to be re-elected at the Annual General Meeting.

1. EXECUTIVE DIRECTORS

Dr. Yi ZHANG (張一) ("Dr. ZHANG"), aged 52, is the executive director, Chairman of the Board and Chief Executive Officer of the Company. He was appointed as a director of the Company on May 30, 2012, and re-designated as an executive director of the Company on January 21, 2020.

Dr. ZHANG is primarily responsible for the overall management, business, technology development, strategy and oversight of the commercial suitability and sustainability of our Group. Dr. ZHANG has served as a director at XinYue International Limited since September 2009, a company in which he holds 65% interest. Dr. ZHANG holds the following positions in the subsidiaries of our Group:

Name of subsidiary	Position	Period
Achieva Medical	Director	August 2009 to present
Marvel Finder	Director	December 2018 to present
Achieva HK	Director	August 2009 to present
Peijia Suzhou	Director	January 2013 to present
	Legal Representative	November 2018 to May 2019, and
		March 2021 to present
Peijia Shanghai	Director	October 2012 to present
	Legal Representative	March 2021 to present
Achieva Shanghai	Director	May 2006 to present
	Legal Representative	March 2021 to present
Achieva Suzhou	Director	January 2019 to present
	Legal Representative	March 2021 to present
Jiangxi Zhisheng	Director	May 2019 to present
	Legal Representative	March 2021 to present

Prior to joining our Group, from 1996 to 1998, Dr. ZHANG worked at Medtronic Plc, a biomedical engineering company listed on the NYSE (stock code: MDT). From 1998 to 2002, Dr. ZHANG was a senior engineer at the research & development department of Guidant Corporation (subsequently acquired by Boston Scientific Corporation, a company listed on the NYSE (stock code: BSX)), a company which designs and manufactures artificial cardiac pacemakers, stents, and cardiovascular medical products. From February 2002 to June 2006, Dr. ZHANG served as the chief executive officer of MicroPort Medical (Shanghai) Co., Ltd., the predecessor of MicroPort Scientific Corporation, which is a company listed on the Stock Exchange (stock code: 0853) that manufactures and sells coronary drug eluting stents, peripheral vascular stents, aortic balloon dilation catheters, aortic stent grafts, and other related products, primarily in China. In this capacity, Dr. ZHANG was responsible for overseeing the company's overall business and strategic expansion. From 2006 to 2019, Dr. ZHANG served in Otsuka (China) Investment Co., Ltd. ("Otsuka China"), and Otsuka Medical Devices Co., Ltd., both being subsidiaries of Otsuka Holdings Co., Ltd. (a company listed on the Tokyo Stock Exchange, stock code: 4578).

From 2006 to 2019, Dr. ZHANG was the chairman at Otsuka China, a company which is primarily engaged in the strategic investments in pharmaceuticals and consumer products businesses, spanning

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

pharmaceuticals, and food and beverage industries. Products manufactured by investees and/or subsidiaries of Otsuka China include oral drugs, and food and beverage products.

From 2010 to 2019, Dr. ZHANG was the board chairman of Otsuka Medical Devices Co., Ltd., a company which is primarily engaged in the development and production of medical devices and treatment solutions in endoscopy, orthopedic implants, vascular intervention, and regenerative medical devices targeting drug-resistant, treatment resistant and intractable diseases. In this capacity, Dr. ZHANG was responsible for advising the company's strategic planning and investment. Medical devices produced by Otsuka Medical Devices Co., Ltd. mainly include ultrasound-based renal denervation which is used to treat resistant hypertension, and drug-coated scaffolds which are used in Percutaneous Coronary Intervention (PCI) procedures.

Dr. ZHANG received his bachelor's degree in chemical engineering, with a specialization in production process automation in July 1988, and his master's degree in chemical engineering, with a specialization in device and instrument automation in March 1991, both from Zhejiang University. Subsequently, he received his degree of doctor of philosophy in engineering science in March 1997 from the University of Toledo.

As at the Latest Practicable Date, Dr. ZHANG was interested in a total of 154,784,439 Shares, representing approximately 23.22% of the total number of Shares in issue. Dr. ZHANG and Mrs. Ping Ye ZHANG are spouses, and Dr. ZHANG is the brother-in-law of Ms. Hong YE.

Mrs. Ping Ye ZHANG (張葉萍) ("Mrs. ZHANG"), aged 53, was appointed as a director of the Company on August 28, 2018, and re-designated as an executive director of the Company on January 21, 2020. She is primarily responsible for the overall management, business, and strategy of our Group. She has served as a director at XinYue International Limited since September 2009. Mrs. Zhang holds the following positions in the subsidiaries of our Group:

Name of subsidiary	Position	Period
Achieva Medical	Director	November 2005 to present
Marvel Finder	Director	December 2018 to present
Achieva HK	Director	March 2009 to present
Peijia Suzhou	Supervisor	January 2013 to November 2018
	Director	November 2018 to present
Peijia Shanghai	Supervisor	November 2011 to December 2018
	Director	December 2018 to present
Achieva Shanghai	Director	March 2006 to present
Achieva Suzhou	Director	January 2016 to present
Jiangxi Zhisheng	Director	January 2018 to present

From June 1993 to March 2000, Mrs. Zhang served as manufacturing engineer and R&D engineer at Guidant Corporation. From March 2000 to July 2003, Mrs. Zhang served as engineering manager at Biosensors International (formerly known as Sunscope International Inc.), in which she oversaw the development of processes and designs for its Percutaneous Transluminal Coronary Angioplasty (PTCA) and stent delivery system and as project manager at Jomed Inc.

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

Mrs. Zhang received her bachelor's degree in polymer engineering in June 1989 from Zhejiang University. She received her degree of master of science in engineering in May 1993 from University of Akron. Subsequently, she received her degree of master of business administration in December 1996 from University of Redlands.

As at the Latest Practicable Date, Mrs. ZHANG was interested in a total of 154,784,439 Shares, representing approximately 23.22% of the total number of Shares in issue. Dr. ZHANG and Mrs. ZHANG are spouses, and Mrs. ZHANG is a sibling of Ms. Hong YE.

Ms. Hong YE (葉紅) ("Ms. YE"), aged 49, was appointed as a director of the Company on October 23, 2012 and re-designated as an executive director of the Company on January 21, 2020. She is also a board secretary of the Company. She is primarily responsible for the overall management, business, and strategy of our Group and also in charge of general corporate governance and development of our Group. Ms. YE was responsible for the financial management and plant construction of our Group from its establishment until April 2019. Ms. YE holds the following positions in the subsidiaries of our Group:

Name of subsidiary	Position	Period
Achieva Medical	Director	December 2019 to present
Marvel Finder	Director	November 2017 to present
Achieva HK	Director	December 2019 to present
Peijia Suzhou	Legal Representative	January 2013 to November 2018,
		and May 2019 to March 2021
	Director	January 2013 to present
Peijia Shanghai	Director	November 2011 to present
Achieva Shanghai	Supervisor	February 2008 to March 2016
	Director	December 2019 to present
Achieva Suzhou	Supervisor	January 2016 to December 2019
	Director	December 2019 to present
Jiangxi Zhisheng	Director	December 2019 to present

Ms. YE graduated from Sichuan Institute of Foreign Language (now known as Sichuan International Studies University) in 1992. She also took courses provided by the Certified General Accountants Association of Canada at British Columbia Institute of Technology prior to her joining the Group.

As at the Latest Practicable Date, Ms. YE was interested in a total of 154,784,439 Shares, representing approximately 23.22% of the total number of Shares in issue. Ms. YE is a sibling of Mrs. Ping Ye ZHANG, and the sister-in-law of Dr. Yi ZHANG.

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

2. NON-EXECUTIVE DIRECTORS

Dr. Zhiyun YU (喻志雲) ("Dr. YU"), aged 42, was appointed as a director of the Company on March 22, 2016, and re-designated as a non-executive director of the Company on January 21, 2020. He is primarily responsible for providing overall guidance on the business and strategic development of our Group, and supervising the management of our Board. Dr. YU holds the following positions in the subsidiaries of our Group:

Name of subsidiary	Position	Period
Achieva Medical	Director	September 2018 to present
Marvel Finder	Director	December 2018 to present
Achieva HK	Director	October 2018 to present
Peijia Suzhou	Director	March 2016 to present
Peijia Shanghai	Director	December 2016 to present
Achieva Shanghai	Director	October 2018 to present
Achieva Suzhou	Director	January 2019 to present
Jiangxi Zhisheng	Director	May 2019 to present

From October 2014 to the present, Dr. YU served at Matrix Partners China and currently is a managing director, where he is responsible for targeting investment opportunities in the healthcare sector. From 2012 to 2014, Dr. YU was a vice president at the Beijing Representative Office of Fidelity Growth Partners China. From 2009 to 2012, Dr. YU was the deputy general manager at the Northeastern Office of Shenzhen Capital Group. From 2006 to 2007, Dr. YU worked as an associate at the New York Office of McKinsey & Company.

Dr. YU received his degree of bachelor of science in applied chemistry at Peking University in July

1999. He subsequently received his degree of doctor of philosophy at Columbia University in October 2004, and his degree of master of business administration from Dartmouth College in June 2009.

Mr. Jifeng GUAN (關繼峰) ("Mr. GUAN"), aged 51, who had previously served as a director of the Company between March 2016 to September 2019, was reappointed as a director of the Company on October 22, 2019, and re-designated as a non-executive director of the Company on January 21, 2020. He is primarily responsible for providing overall guidance on the business and strategic development of our Group, and supervising the management of our Board. In addition, Mr. GUAN holds the following positions in the subsidiaries of our Group:

Name of subsidiary	Position	Period
Achieva Medical	Director	December 2019 to present
Marvel Finder	Director	December 2018 to present
Achieva HK	Director	December 2019 to present
Peijia Suzhou	Director	March 2016 to present
Peijia Shanghai	Director	December 2017 to present
Achieva Shanghai	Director	December 2019 to present
Achieva Suzhou	Director	December 2019 to present

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

From June 2005 to May 2010, Mr. GUAN served as the chairman and chief executive officer at Jiuzhitang Co., Ltd., a company engaged in the production of biological and Chinese medicine pharmaceutical products and is listed on the Shenzhen Stock Exchange (stock code: 000989). From July 2013 to present, Mr. GUAN had served as various senior management positions of various private equity funds that focus on medical investments. From July 2013 to present, Mr. GUAN served as an executive director and general manager of Beijing Tianfeng Spring Capital Ltd. From November 2017 to present, he served as an executive director and general manager of Beijing Tianfeng Dehui Investment. From March 2015 to present, Mr. GUAN has served as a director at Shanghai Ace Investment & Development Co., Ltd., a company principally engaged in the logistics management for sulfur, fertilizer, chemical products, non-ferrous metals, mineral products, and certain dangerous goods, and is listed on the Shanghai Stock Exchange (stock code: 603329). From May 2016 to present, Mr. GUAN has served as a director at Jiangsu Apon Medical Technology Co., Ltd., a company principally engaged in the research and development, production and sale of medical device products for pain management and nasal care in China, and is listed on the Shenzhen Stock Exchange (stock code: 300753).

Mr. GUAN studied in Industrial Enterprise Management at Capital University of Economics and Business in August 1991, and obtained his degree of master of business administration jointly issued by University of Northern Virginia and School of International Education Beijing Institute of Technology in November 2005. From December 2017, Mr. GUAN has also obtained his China fund practitioner qualification certificate (中國基金從業人員資格證) from the Asset Management Association of China (AMAC).

Mr. Fei CHEN (陳飛) ("Mr. CHEN"), aged 41, was appointed as a director of the Company on June 6, 2019, and re-designated as a non-executive director of the Company on January 21, 2020. He is primarily responsible for providing overall guidance on the business and strategic development of our Group, and supervising the management of our Board. In addition, Mr. CHEN holds the following positions in the subsidiaries of our Group:

Name of subsidiary	Position	Period
Achieva Medical	Director	June 2019 to present
Marvel Finder	Director	July 2019 to present
Achieva HK	Director	July 2019 to present
Peijia Suzhou	Director	August 2019 to present
Peijia Shanghai	Director	August 2019 to present
Achieva Shanghai	Director	July 2019 to present
Achieva Suzhou	Director	August 2019 to present
Jiangxi Zhisheng	Director	August 2019 to present

Mr. CHEN has over 11 years of senior management experience in research and development, and investments in the biomedical industry. Prior to joining our Group, Mr. CHEN served as investment manager, and subsequently as senior investment manager and investment director in Lilly Asia Ventures, the biomedical venture arm of Eli Lilly and Company, a company listed on the NYSE (stock code: LLY) which develops and manufactures human pharmaceutical products from April 2009 to September 2011, and as managing partner at Lilly Asia Ventures since its spin off from Eli Lilly and Company as an independent biomedical venture capital firm in September 2011 to the present. Since January 2015, Mr. CHEN has been a director of Zhejiang Ausun Pharmaceutical Co., Ltd. (stock code: 603229), a company listed on the Shanghai Stock Exchange.

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

Mr. CHEN received his bachelor of science degree in biology in July 2002, and his degree of doctor of philosophy in medical molecular genetics in June 2008, both at Fudan University.

As at the Latest Practicable Date, Mr. CHEN was interested in a total of 19,952,740 Shares, representing approximately 2.99% of the total number of Shares in issue.

Mr. Jun YANG (楊俊) ("Mr. YANG") aged 40, was appointed as a non-executive director of the Company on August 12, 2020. He graduated from Nanyang Technological University with a bachelor's degree in electrical engineering in July 2004. Mr. YANG obtained his master's degree in business administration from Institut Européen d' Administration des Affaires (INSEAD) in December 2007. Mr. YANG is currently serving as the managing partner of Tianjin Yuanyi Yongxuan Management Center (Limited Partnership) and general manager of Grand Flight Investment Management Co., Ltd.. Mr. YANG has been appointed a director of Baixing Co., Ltd., a company listed on the NEEQ (stock code: 836012) on September 2018, under a 3 year term of service. From September 2011 to May 2016, Mr. YANG served as the deputy general manager of direct investment department of Far East Horizon Limited, a company listed on the Hong Kong Stock Exchange (stock code: 3360). From April 2009 to August 2011, Mr. YANG had served as the joint execute director at SC LOWY. From December 2007 to April 2009, Mr. YANG served as a senior associate in Deutsche Bank's Strategic Investment Group in Hong Kong.

3. INDEPENDENT NON-EXECUTIVE DIRECTORS

Dr. Stephen Newman OESTERLE ("Dr. OESTERLE"), aged 70, was appointed as an independent non-executivedirector of the Company on January 21, 2020 (effective from the Listing Date). He is responsible for supervising and providing independent advice and judgment to our Board. Dr. OESTERLE currently holds several senior management and advisory positions. Since 2015 to the present, he has served an advisor at EQT Partners, and corporate advisor at Temasek Holdings Private Limited. Since 2016 to the present, he has served as an independent non-executivedirector at Sigilon Therapeutics, Inc., a company that engages in developing therapies to treat chronic diseases and was listed on NASDAQ (stock code: SGTX) from November 2020. Since 2017 to the present, he has served on the board of directors at each of Baxter International Inc., a Fortune 500 company listed on NASDAQ (stock code: BAX) that engages in the healthcare business, and Alcyone Lifesciences, Inc, a company that engages in developing technologies for the treatment of central nervous system disorders. Since 2018 to present, he has served as an independent non-executivedirector at GlobalLogic, a digital product engineering services company. Since January 2021 to present, Dr. OESTERLE has served as a venture partner at Cathay Capital. Since October 2020 to the present, he has served as an independent director at Montes Archimedes Acquisition Corp, a company listed on NASDAQ (stock code: MAAC). Since August 2020, he also has served on the board of directors at each of SHL Medical AG, a world-leadingprovider of drug delivery solutions in Switzerland, and from January 2020 to present on Paragon 28, Inc., an orthopedic company in Colorado, United States. From 2015 to 2020, Dr. OESTERLE served as a venture partner at New Enterprise Associates. From February 2018 to March 2019, Dr. OESTERLE served as a director at REVA Medical, Inc., a medical device company listed on the Australian Securities Exchange (ASX: RVA) which engages in the development of bioresorbable polymers for vascular applications. From 2002 to 2015, he served as the senior vice president for medicine and technology at Medtronic plc, a company listed on the NYSE (stock code: MDT), where he was responsible for formulating technological strategies. From 1998 to 2002, Dr. OESTERLE was an associate professor of medicine, director of invasive cardiology services at Harvard Medical School. From 1992 to 1998, he served as an associate professor of medicine, director of interventional cardiology at Stanford University's School of Medicine. From 1991 to 1992, he served as an associate professor of medicine, director of interventional cardiology at Georgetown University.

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

Dr. OESTERLE received his bachelor of arts degree from Harvard University, graduating summa cum laude in 1973, and his degree of doctor of medicine from Yale University in 1977. During 1977 to 1980, he was a post-doctoral fellow at Harvard Medical School - Massachusetts General Hospital. From 1981 to 1983, he was a post-doctoral fellow at Stanford University School of Medicine.

As at the Latest Practicable Date, Dr. OESTERLE was interested in a total of 21,755 Shares, representing approximately 0.00% of the total number of Shares in issue.

Mr. Robert Ralph PARKS ("Mr. PARKS"), aged 77, was appointed as an independent non-executive director of the Company on January 21, 2020 (effective from the Listing Date). He is responsible for supervising and providing independent advice and judgment to our Board. Mr. PARKS has extensive experience in senior management in the financial services sector. From 1981 to 1994, he was a general partner (and limited partner until 1997) of the investment banking division of Goldman Sachs & Co.. From 1997 to 2000, he was the General Partner of the Beacon Group, a boutique investment bank specializing in private equity investing and merger and acquisition advisory services, which was later acquired by JPMorgan Chase. From 2001 to 2006, Mr. PARKS was the executive chairman of the Asia Pacific region of JPMorgan Chase, and was responsible for all operations and functions in Asia Pacific region. From 2007 to 2012, he was the Asia chairman of Oaktree Capital Management, in which he was subsequently appointed as co-portfolio manager of the Asia Pacific Opportunities Fund. From 2014 to 2019, Mr. PARKS was an independent non-executive director of Ambow Education Holding Ltd., a company listed on the New York Stock Exchange (stock code: AMBO), a provider of education and training services in China.

From February 2010 to April 2014, Mr. PARKS had served as an independent non-executive director at Siam Commercial Bank (a company listed on the Stock Exchange of Thailand (stock code: SCB)). From June 2015 to September 2018, he served as an independent non-executive director at AAG Energy Holdings, a company listed on the Stock Exchange (stock code: 2686). From January 2017 to December 2020, he served as the chairman of Paradigm Advisors Holdings Limited. He has also served as a senior advisor to Ascendent Capital Partners, a private equity fund focused on investment in China.

Mr. PARKS received his bachelor's degree in history from Rice University in 1966, and his degree of master of business administration from Columbia University Graduate School of Business in 1970.

As at the Latest Practicable Date, Mr. PARKS was interested in a total of 24,590 Shares, representing approximately 0.00% of the total number of Shares in issue.

Mr. Wayne WU ("Mr. WU"), aged 58, was appointed as an independent non-executive director of the Company on January 21, 2020 (effective from the Listing Date). He is responsible for supervising and providing independent advice and judgment to our Board. He founded Pacific Health Investment Inc., a healthcare investment fund, in May 2005 as a follow on investment fund after Pacific Republic Capital and has been a director of Pacific Health Investment Inc.. From 2004 to 2010, Mr. WU was the chairman of Accuray Incorporated, a company which uses robotic radiosurgery to treat solid tumors throughout the body and which is listed on the NASDAQ (stock code: ARAY).

Mr. WU currently serves on the board of Preferred Bank, a California based community bank listed on the NASDAQ (stock code: PFBC) since 2013 and nRichDX, Inc., a company engaging in the liquid biopsy sample preparation market.

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

As of the Latest Practicable Date, Mr. WU was indirectly interested in 1.60% of Scivita Medical Technology Co., Ltd. (蘇州新光維醫療科技有限公司) ("Scivita"), a company in which Dr. Yi ZHANG, Ms. Hong YE and Mr. Jifeng GUAN were interested in as to 28.77%, 1.00% and 4.26%, respectively. Despite such interests, our directors are of the view that Mr. WU meets the independence requirement as he is a passive investor in Scivita.

Mr. WU received his master's degree in mathematics from University of Southern California in December 1992.

Mr. Wai Ming YIP (葉偉明) ("Mr. YIP"), aged 55, was appointed as an independent non-executive director of the Company on January 21, 2020 (effective from the Listing Date). He is responsible for supervising and providing independent advice and judgment to our Board. Mr. YIP has many years of experience in financial accounting, capital markets and corporate finance in Hong Kong and China. From 1987 to 1996, he worked in the audit department of Ernst & Young, and immediately prior to his departure, he served as a senior manager. From 1996 to 1998, he was the associate director at the merchant banking division of ING Bank N.V. (the former subsequently merged with ING Barings, and was acquired by Macquarie Group). From 1999 to 2001, Mr. YIP served as the chief financial officer at Tafu International Holdings Limited (now known as Lamtex Holdings Limited), a company principally engaged in securities trading and property investment, and listed on the Stock Exchange (stock code: 1041). From 2001 to 2003, Mr. YIP served as the vice president at Hi Sun Technology (China) Limited, a provider of information technology services, and listed on the Stock Exchange (stock code: 0818). From 2004 to 2009, Mr. YIP served as chief financial officer at Haier Electronics Group Co., Ltd., a provider of home appliances in China, and listed on the Stock Exchange (stock code: 1169). From 2009 to 2015, Mr. YIP served as an independent non-executive director at BBMG Corporation, a company engaged in the cement and property development business, and listed on the Stock Exchange (stock code: 2009) and Shanghai Stock Exchange (stock code: 601992). Mr. YIP also served as deputy general manager of Yuzhou Properties Company Limited, a company listed on the Stock Exchange (stock code: 1628), between February and September 2010.

In addition, he currently holds directorships in the following listed companies, as independent non-executive director, his responsibilities include providing independent advice, as well as reviewing and supervising the financial reporting process and internal control system of these companies:

		Place of listing and	Position and
Name of entity	Principal business	stock code	duration of office
Ju Teng International	Manufacturing of notebook	Stock Exchange	Independent non-executive
Holdings Limited	computer casings	(stock code: 3336)	director from May 2006 to
			present
PAX Global	Development and sale of	Stock Exchange	Independent non-executive
Technology Limited	POS products and related	(stock code: 327)	director from December
	services		2010 to present
Far East Horizon	Finance lease services	Stock Exchange	Independent non-executive
Limited		(stock code: 3360)	director from March 2011
			to present
Poly Culture Group	Auction of art works and	Stock Exchange	Independent non-executive
Corporation Limited	management of theaters	(stock code: 3636)	director from December
	and cinemas		2013 to present

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

		Place of listing and	Position and
Name of entity	Principal business	stock code	duration of office
Yida China Holdings	Development and	Stock Exchange	Independent non-executive
Limited	management of business	(stock code: 3639)	director from June 2014 to
	parks and related		present
	residential and business
	properties
Huobi Technology	Power related electrical/	Stock Exchange	Independent non-executive
Holdings Limited	electronic products	(stock code: 1611)	director from October 2018
	business and technology		to present
	solution business

Notwithstanding Mr. YIP's engagement as an independent non-executive director of six companies listed on the Stock Exchange, Mr. YIP confirmed that he would devote sufficient time to act as our independent non-executive Director based on the following:

• Mr. YIP is neither a full time member of the above-named companies nor involved in the day-to-day operations or management of such companies. As such, he has no executive and management responsibility therein;
• Mr. YIP is primarily required to attend relevant board meetings, committee meetings and shareholders' meetings of the above-named listed companies. He has maintained a high attendance rate for board meetings, committee meetings and shareholders' meetings for such listed companies during the respective latest financial period since his appointment date;
• with his background and experience, Mr. YIP is fully aware of the responsibilities and expected time involvement for an independent non-executive director. He has not found difficulties in devoting to and managing his time with numerous companies and he is confident that with his experience in being responsible for several roles, he will be able to discharge his duties to our Company;
• none of the above-named listed companies that he has a directorship with has questioned or complained about his time devoted to such companies; and
• Mr. YIP's role in our Group is non-executive in nature and he will not be involved in the daily management of our Group's business, thus his engagement as our independent non-executive Director will not require his full-time participation.

Based on the foregoing, our Directors do not have reasons to believe that the various positions currently held by Mr. YIP will result in Mr. YIP not having sufficient time to act as our independent non-executive Director or not properly discharging his fiduciary duties as a director of our Company.

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

Mr. YIP received his bachelor's degree in social science from University of Hong Kong in 1987. He subsequently received his bachelor of laws from University of London in 2001. Mr. YIP has been a member of the Hong Kong Institute of Certified Public Accountants (HKICPA) since 1996, a fellow of the Chartered Association of Certified Accountants (ACCA) since 1995, and a member of China Institute of Certified Public Accountants (CICPA) since 1996.

Except as disclosed above, there are no other matters in respect of each of the Directors that are required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules and there is no other material matters relating to the Directors that need to be brought to the attention of the Shareholders.

Each of Dr. Yi ZHANG, Mrs. Ping Ye ZHANG and Ms. Hong YE, being the executive Directors, has entered into a service contract with the Company. The initial term of their service contracts for a term of three years commencing from the Listing Date, which may be terminated by not less than 30 days' notice in writing served by either the executive Director or the Company. The appointments are subject to the provisions of retirement by rotation of Directors under the Articles of Association.

Each of Mr. Jifeng GUAN, Dr. Zhiyun YU and Mr. Fei CHEN, being the non-executive Directors, has entered into a service contract with the Company. The initial term of their service contracts for a term of three years commencing from the Listing Date, which may be terminated by not less than 30 days' notice in writing served by either the non-executive Director or the Company. The appointments are subject to the provisions of retirement by rotation of Directors under the Articles of Association.

Mr. Jun YANG, who was appointed as a non-executive Director on August 12, 2020 and continuing until the Annual General Meeting, upon which Mr. Jun YANG shall stand for re-election by the Shareholders as a non-executive Director. Subject to approval at the Annual General Meeting, Mr. Jun YANG shall serve as a non-executive Director for a term of three years commencing from the date of the Annual General Meeting. His appointment is subject to the provisions of retirement by rotation of Directors under the Articles of Association.

Each of Dr. Stephen Newman OESTERLE, Mr. Robert Ralph PARKS, Mr. Wayne WU and Mr. Wai Ming YIP, being the independent non-executive Directors, has entered into a letter of appointment with the Company. The initial term of their letters of appointment for a term of three years commencing from the Listing Date, which may be terminated by not less than 30 days' notice in writing served by either the independent non-executive Director or the Company. The appointments are subject to the provisions of retirement by rotation of Directors under the Articles of Association.

Save as disclosed above, none of the Directors has or is proposed to have entered into any service agreement or letter of appointment with any member of the Group (excluding agreements expiring or determinable by any member of the Group within one year without payment of compensation other than statutory compensation).

Each of Dr. Stephen Newman OESTERLE and Mr. Robert Ralph PARKS is entitled to an annual director's remuneration of US$100,000, effective from the Listing Date. Subject to the terms and conditions of the restricted share unit award scheme of the Company and compliance with Listing Rules, each of Dr. Stephen Newman OESTERLE and Mr. Robert Ralph PARKS is entitled to an aggregate total amount of US$100,000 worth of restricted share units per year that shall be granted on a quarterly basis. The number of restricted share units to be granted at each quarter shall be calculated as US$25,000 divided by the higher of either (i) the closing price of the shares on the relevant payment day, or (ii) the average closing price of the shares for the five business days immediately preceding the relevant payment day. Each of Mr. Wayne WU and Mr. Wai Ming YIP is entitled to an annual director's remuneration of

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APPENDIX I DETAILS OF DIRECTORS PROPOSED FOR RE-ELECTION

HKD350,000, effective from the Listing Date. Each of Dr. Yi ZHANG, Mrs. Ping Ye ZHANG, Ms. Hong YE, Dr. Zhiyun YU, Mr. Jifeng GUAN, Mr. Fei CHEN and Mr. Jun YANG receive no remuneration. The directors' remuneration was determined by reference to the performance of the individual and the Company as well as market practice and conditions.

Save as disclosed herein and as at the Latest Practicable Date, each of the above Directors did not have, and was not deemed to have any interests or short positions in any Shares, underlying Shares or interests in debentures of the Company and its associated corporations within the meaning of Part XV of the SFO.

Save as disclosed above and immediately preceding the Latest Practicable Date, each of the above Directors has not held any directorships in other listed public companies during the past three years, does not hold any other position with the Company or other members of the Group and does not have any other relationships with any of the other Directors, senior management, substantial shareholders or controlling shareholders of the Company.

Save as disclosed above, there are no other matters concerning each of the Directors that need to be brought to the attention of the Shareholders in connection with his/her re-election and there is no other information that should be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules.

4. NOMINATION POLICY AND PROCEDURE FOR INDEPENDENT NON-EXECUTIVE DIRECTORS

In reviewing the structure of the Board, the Nomination Committee will consider the Board diversity from a number of aspects, including but not limited to skills, professional experience, educational background, knowledge, expertise, culture, independence, age and gender. All Board appointments will be based on meritocracy, and candidates will be considered against criteria including talents, skills and experience as may be necessary for the operation of the Board as a whole, with a view to maintaining a sound balance of the Board's composition.

The Nomination Committee has assessed and reviewed each of the independent non-executive Directors' annual written confirmation of independence based on the independence criteria as set out in Rule 3.13 of the Listing Rules and confirmed that all the independent non-executive Directors remain independent. The nominations were made in accordance with the nomination policy and the objective criteria (including but not limited to qualifications, skills, integrity, experience and the amount of time and effort that the candidate will devote to discharge his duties and responsibilities), with due regard for the benefits of diversity, as set out under the board diversity policy of the Company, details of which are set out in the annual report of the Company for the year ended December 31, 2020. The Nomination Committee is of the view that the retiring independent non-executive Directors, namely Dr. Stephen Newman OESTERLE, Mr. Robert Ralph PARKS, Mr. Wayne WU and Mr. Wai Ming YIP have extensive experience in different fields and professions that are relevant to the Company's business. In addition, their respective background, experience and knowledge allow them to provide the Company valuable and relevant insights and contribute to the diversity of the Board. Accordingly, the Nomination Committee has recommended them to the Board for re-election and the Board has endorsed the recommendations of the Nomination Committee and recommended all retiring Directors to stand for re-election at the Annual General Meeting.

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APPENDIX II	EXPLANATORY STATEMENT

The following is an explanatory statement required by the Stock Exchange to be sent to the Shareholders under the Listing Rules in connection with the proposed Repurchase Mandate.

1. LISTING RULES

The Listing Rules permit companies with a primary listing on the Stock Exchange to repurchase their shares on the Stock Exchange subject to certain restrictions, the most important of which are summarized below:

1. the shares to be repurchased by a company must be fully paid-up;
2. the company has previously sent to its shareholders an explanatory statement complying with the Listing Rules; and
3. all on market repurchase of shares by a company with its primary listing on the Stock Exchange must be approved in advance by an ordinary resolution, either by way of a specific approval in relation to specific transactions or by a general mandate to the directors of the company to make such repurchase, and a copy of such resolution together with the necessary documentation have been delivered to the Stock Exchange in accordance with the Listing Rules.

2. SHARE CAPITAL

As at the Latest Practicable Date, the issued share capital of the Company comprised 666,718,000 Shares of nominal value of US$0.0001 each. Subject to the passing of the resolution granting the Repurchase Mandate and on the basis that no further Shares are issued or repurchased after the Latest Practicable Date and up to the Annual General Meeting, the Company will be allowed to repurchase a maximum of 66,671,800 Shares which represent 10 per cent of the aggregate nominal value of the share capital of the Company in issue during the period ending on the earlier of (i) the conclusion of the next annual general meeting of the Company; or (ii) the expiration of the period within which the next annual general meeting of the Company is required by any applicable laws or the Articles of Association to be held; or (iii) the revocation or variation of the authority given under the resolution by an ordinary resolution of the Shareholders in general meeting.

3. REASONS AND FUNDING OF REPURCHASES

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

Repurchases of Shares will be financed out of funds legally available for the purpose and in accordance with the Articles of Association, the Listing Rules and the applicable Acts and regulations of the Cayman Islands. The Cayman Companies Act provides that the amount of capital repaid in connection with a share repurchase may be paid out of the profits of the Company or the proceeds of a fresh issue of Shares made for the purposes of the repurchase or out of capital subject to and in accordance with the Cayman Companies Act. The amount of premium over the par value of the Shares payable on repurchase

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APPENDIX II	EXPLANATORY STATEMENT

may only be paid out of either the profits of the Company or out of the share premium account before or at the time the Company's Shares are repurchased in the manner provided for in the Cayman Companies Act.

The Directors have no present intention to repurchase any Shares and they would only exercise the power to repurchase in circumstances where they consider that the repurchase would be in the best interests of the Company and the Shareholders as a whole. The Directors consider that if the Repurchase Mandate was to be exercised in full, it might not have a material adverse impact on the working capital or the gearing position of the Company, as compared with the positions disclosed in the audited consolidated financial statements of the Company as at December 31, 2020, being the date to which the latest published audited consolidated financial statements of the Company were made up. The Directors do not propose to exercise the Repurchase Mandate to such extent as would, in the circumstances, have a material adverse effect on the working capital requirements of the Company or on the gearing levels which in the opinion of the Directors are from time to time appropriate for the Company.

4. TAKEOVERS CODE

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

As at the Latest Practicable Date, Dr. Yi ZHANG beneficially owns 5,232,720 Shares, and is also interested in options to 4,657,720 Shares pursuant to outstanding options granted under the Share Option Plan. Ms. Hong YE beneficially owns 14,688,960 Shares, and is also interested in options to 5,690,339 Shares pursuant to outstanding options granted under the Share Option Plan.

Jinnius Drive Trust and Hanlindale Trust were discretionary trusts and respectively established by Dr. Yi ZHANG and Mrs. Ping Ye ZHANG as grantor. Both Dr. Yi ZHANG and Mrs. Ping Ye ZHANG are trustees of Jinnius Drive Trust and Hanlindale Trust. Therefore, under the SFO, each of Dr. Yi ZHANG and Mrs. Ping Ye ZHANG is deemed to be interested in an aggregate 32,807,560 Shares held by the two trusts, including 15,713,560 Shares held by Jinnius Drive Trust and 17,094,000 Shares held by Hanlindale Trust.

XinYue International Limited was owned as to 65% by Dr. Yi ZHANG and 35% by Ms. Hong YE as at the Latest Practicable Date. Therefore, under the SFO, each of Dr. Yi ZHANG and Ms. Hong YE is deemed to be interested in 90,685,640 Shares held by XinYue International Limited.

Dr. Yi ZHANG and Mrs. Ping Ye ZHANG are spouses. Therefore, Dr. Yi ZHANG and Mrs. Ping Ye ZHANG are deemed to be interested in the equity interests held by each other under the SFO.

Dr. Yi ZHANG, Jinnius Drive Trust, Mrs. Ping Ye ZHANG, Hanlindale Trust, Ms. Hong YE and XinYue International Limited are Concert Parties based on the Concert Party Agreement. Therefore, under the SFO, each of Dr. Yi ZHANG, Jinnius Drive Trust, Mrs. Ping Ye ZHANG, Hanlindale Trust, Ms. Hong YE and XinYue International Limited is deemed to be interested in the aggregate equity interests (i.e. 154,784,439 Shares) of all the Concert Parties under the SFO.

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APPENDIX II	EXPLANATORY STATEMENT

In the event that the Directors should exercise in full the Repurchase Mandate, the interests of the Concert Parties will be increased to approximately 25.80% of the issued share capital of the Company, and such increase would give rise to an obligation to make a mandatory general offer under Rule 26 of the Takeovers Code. Save as aforesaid, the Directors are not aware of any consequences which would arise under the Takeovers Code as a result of any repurchase of Shares pursuant to the Repurchase Mandate. The Directors currently have no intention to repurchase Shares to such an extent that would give rise to such obligation under the Takeovers Code.

The Listing Rules prohibit a company from making repurchase on the Stock Exchange if the result of the repurchase would be that less than 25 per cent (or such other prescribed minimum percentage as determined by the Stock Exchange) of the issued share capital of the Company would be in public hands. The Directors do not have intention to repurchase Shares which would result in less than the prescribed minimum percentage of Shares in public hands.

5. DIRECTORS, THEIR CLOSE ASSOCIATES AND THE COMPANY'S CORE CONNECTED PERSONS

None of the Directors nor, to the best of their knowledge having made reasonable enquiries, any of their close associates (as defined in the Listing Rules) has any present intention, in the event that the Repurchase Mandate is approved by Shareholders, to sell Shares to the Company. No core connected person (as defined in the Listing Rules) of the Company has notified the Company that he/she/it has any present intention to sell Shares to the Company, or has undertaken not to do so, in the event that the Repurchase Mandate is approved by the Shareholders.

6. UNDERTAKING OF THE DIRECTORS

The Directors have undertaken to the Stock Exchange to exercise the power of the Company to make repurchases pursuant to the proposed Repurchase Mandate in accordance with the Listing Rules, the applicable Acts of the Cayman Islands and the Memorandum and Articles of Association.

7. SHARE REPURCHASE MADE BY THE COMPANY

No repurchases of Shares have been made by the Company since the Listing Date to the Latest Practicable Date (whether on the Stock Exchange or otherwise).

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APPENDIX II	EXPLANATORY STATEMENT

8. MARKET PRICES OF SHARES*

The Shares were listed on the Stock Exchange on May 15, 2020. The highest and lowest prices at which the Shares had been traded on the Stock Exchange during the period from the Listing Date to the Latest Practicable Date were as follows:

	Highest traded	Lowest traded
Month	prices	prices
	HK$	HK$
2020
May 15 - May 31	31.250	24.600
June	37.800	26.000
July	36.400	29.000
August	30.950	25.000
September	30.800	25.050
October	29.550	24.500
November	26.650	19.960
December	29.650	20.250
2021
January	33.400	24.300
February	30.000	22.500
March	27.700	21.750
April (up to the Latest Practicable Date)	26.150	24.600

*Note: The data source of share prices was from Yahoo Finance.

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APPENDIX III	NOTICE OF ANNUAL GENERAL MEETING

Peijia Medical Limited

沛 嘉 醫 療 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 9996)

NOTICE IS HEREBY GIVEN THAT the annual general meeting (the "Meeting") of Peijia Medical Limited (the "Company") will be held at 8 Zhongtian Street, Suzhou Industrial Park, Suzhou, Jiangsu Province, the People's Republic of China on Friday, May 21, 2021 at 9:30 a.m. for considering and, if thought fit, passing, with or without amendments, the following resolutions as ordinary resolutions of the Company:

ORDINARY RESOLUTIONS

1. To receive and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors and auditor for the year ended December 31, 2020.
2. (a) To re-elect the following retiring directors of the Company:
3. 1. 1. Dr. Yi ZHANG, executive director of the Company
      2. Mrs. Ping Ye ZHANG, executive director of the Company
      3. Ms. Hong YE, executive director of the Company
      4. Dr. Zhiyun YU, non-executive director of the Company
      5. Mr. Jifeng GUAN, non-executive director of the Company
      6. Mr. Fei CHEN, non-executive director of the Company
      7. Mr. Jun YANG, non-executive director of the Company
      8. Dr. Stephen Newman OESTERLE, independent non-executive director of the Company
      9. Mr. Robert Ralph PARKS, independent non-executive director of the Company
      10. Mr. Wayne WU, independent non-executive director of the Company
      11. Mr. Wai Ming YIP, independent non-executive director of the Company
   2. To authorise the board of directors of the Company to fix the remuneration of the directors.
4. To re-appoint PricewaterhouseCoopers as auditor of the Company and authorise the board of directors of the Company to fix their remuneration.

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APPENDIX III	NOTICE OF ANNUAL GENERAL MEETING

4. To consider and, if thought fit, pass the following resolutions as ordinary resolutions:

1. "That:
2. 1. subject to paragraph (iii) below, the exercise by the directors of the Company during the Relevant Period (as hereinafter defined) of all the powers of the Company to allot, issue or otherwise deal with additional shares in the capital of the Company or securities convertible into shares, or options, warrants or similar rights to subscribe for shares or such convertible securities of the Company and to make or grant offers, agreements and/or options (including bonds, warrants and debentures convertible into shares of the Company) which may require the exercise of such powers be and is hereby generally and unconditionally approved;
   2. the approval in paragraph (i) of this resolution above shall be in addition to any other authorisation given to the directors of the Company and shall authorise the directors of the Company during the Relevant Period (as hereinafter defined) to make or grant offers, agreements and/or options which may require the exercise of such power after the end of the Relevant Period;
   3. the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to options or otherwise) by the directors of the Company during the Relevant Period (as hereinafter defined) pursuant to paragraph (i) of this resolution above, otherwise than pursuant to (1) a Rights Issue (as hereinafter defined); or (2) the grant or exercise of any option under the option scheme of the Company or any other option, scheme or similar arrangement for the time being adopted for the grant or issue to the directors, officers and/or employees of the Company and/or any of its subsidiaries of shares or rights to acquire shares of the Company; or (3) any scrip dividend or similar arrangement providing for the allotment of shares in lieu of the whole or part of a dividend on shares of the Company in accordance with the articles of association of the Company in force from time to time; or (4) any issue of shares in the Company upon the exercise of rights of subscription or conversion under the terms of any existing convertible notes issued by the Company or any existing securities of the Company which carry rights to subscribe for or are convertible into shares of the Company, shall not exceed the aggregate of 20 per cent of the aggregate nominal value of share capital of the Company in issue as at the date of passing this resolution and the said approval shall be limited accordingly; and
   4. for the purpose of this resolution:
   5. 1. "Relevant Period" means the period from the passing of this resolution until whichever is the earliest of:
      2. 1. the conclusion of the next annual general meeting of the Company;

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APPENDIX III	NOTICE OF ANNUAL GENERAL MEETING

1. 1. 1. the expiration of the period within which the next annual general meeting of the Company is required by any applicable laws or the articles of association of the Company to be held;
      2. the revocation or variation of the authority given under this resolution by an ordinary resolution of the shareholders of the Company in general meeting; and
   2. "Rights Issue" means an offer of shares in the capital of the Company, or an offer or issue of warrants, options or other securities giving rights to subscribe for shares, open for a period fixed by the directors of the Company to holders of shares in the capital of the Company or any class thereof whose names appear on the register of members on a fixed record date in proportion to their then holdings of such shares or class thereof (subject to such exclusion or other arrangements as the directors of the Company may deem necessary or expedient in relation to fractional entitlements or, having regard to any restrictions or obligations under the laws of, or the requirements of, or the expense or delay which may be involved in determining the exercise or extent of any restrictions or obligations under the laws of, or the requirements of, any jurisdiction applicable to the Company, any recognised regulatory body or any stock exchange applicable to the Company)."
2. "That:
3. 1. subject to paragraph (iii) below, the exercise by the directors of the Company during the Relevant Period (as hereinafter defined) of all the powers of the Company to repurchase shares of the Company on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") or on any other stock exchange on which the shares of the Company may be listed and recognised for this purpose by the Securities and Futures Commission and the Stock Exchange under the Code on Share Buy-backs and, subject to and in accordance with all applicable laws and the Rules Governing the Listing of Securities on the Stock Exchange (the "Listing Rules"), be and is hereby generally and unconditionally approved;
   2. the approval in paragraph (i) of this resolution above shall be in addition to any other authorisation given to the Directors and shall authorise the Directors on behalf of the Company during the Relevant Period (as hereinafter defined) to procure the Company to repurchase its shares at a price determined by the Directors;
   3. the aggregate nominal value of the share capital of the Company in issue, which may be repurchased by the Company during the Relevant Period (as hereinafter defined) pursuant to the approval in paragraph (i) above shall not exceed 10 per cent of the aggregate nominal value of the share capital of the Company in issue as at the date of passing of this resolution, and the said approval shall be limited accordingly;

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APPENDIX III	NOTICE OF ANNUAL GENERAL MEETING

1. 1. subject to the passing of each of the paragraphs (i), (ii) and (iii) of this resolution, any prior approvals of the kind referred to in paragraphs (i), (ii) and (iii) of this resolution which had been granted to the directors of the Company and which are still in effect be and are hereby revoked; and
   2. for the purpose of this resolution:
      "Relevant Period" means the period from the passing of this resolution until whichever is the earliest of:
   3. 1. the conclusion of the next annual general meeting of the Company;
      2. the expiration of the period within which the next annual general meeting of the Company is required by any applicable laws or the articles of association of the Company to be held; and
      3. the revocation or variation of the authority given under this resolution by an ordinary resolution of the shareholders of the Company in general meeting."
2. "That conditional upon the resolutions numbered 4(A) and 4(B) set out in the notice convening this meeting being passed, the general mandate granted to the directors of the Company to exercise the powers of the Company to allot, issue and otherwise deal with new shares of the Company and to make or grant offers, agreements and options which might require the exercise of such powers pursuant to the ordinary resolution numbered 4(A) set out in the notice convening this meeting be and is hereby extended by the addition to the aggregate nominal value of the share capital of the Company in issue which may be allotted or agreed conditional or unconditionally to be allotted by the directors of the Company pursuant to such general mandate of an amount representing the aggregate nominal value of the share capital of the Company in issue repurchased by the Company under the authority granted pursuant to ordinary resolution numbered 4(B) set out in the notice convening this meeting, provided that such extended amount shall not exceed 10 per cent of the aggregate nominal value of the share capital of the Company in issue as at the date of passing of this resolution."

		By order of the Board
		Peijia Medical Limited
		Dr. Yi ZHANG
		Chairman and executive Director
Hong Kong, April 21, 2021
Registered Office:	Corporate headquarters:	Principal place of business
Floor 4, Willow House	8 Zhongtian Street	in Hong Kong:
Cricket Square	Suzhou Industrial Park, Suzhou	Room 1901, 19/F
Grand Cayman, KY1-9010	Jiangsu Province	Lee Garden One
Cayman Islands	the PRC	33 Hysan Avenue
		Causeway Bay
		Hong Kong

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APPENDIX III	NOTICE OF ANNUAL GENERAL MEETING

Notes:

1. Ordinary resolution numbered 4(C) will be proposed to the shareholders for approval provided that ordinary resolutions numbered 4(A) and 4(B) are passed by the shareholders of the Company.
2. A shareholder entitled to attend and vote at the Meeting is entitled to appoint another person as his/her proxy to attend and vote instead of him/her; a proxy need not be a shareholder of the Company. A shareholder who is the holder of two or more shares may appoint more than one proxy to represent him/her and vote on his/her behalf at the Meeting. On a poll, votes may be given either personally or by proxy. The Company strongly recommends you to monitor the development of the situation with the coronavirus disease 2019 (COVID-19)and to assess, based on the social distancing policies, the necessity for attending the above meeting in person, and the board of directors of the Company respectfully requests that, for the same reason, the shareholders to appoint the chairman of the above meeting as their proxy rather than a third party to attend and vote on their behalf at the above meeting (or any adjournment thereof).
3. In the case of joint holders, any one of such joint holders may vote at the Meeting, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the Meeting, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s) and for this purpose seniority shall be determined as that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.
4. In order to be valid, a form of proxy must be deposited at the Hong Kong branch share registrar and transfer office of the Company, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy thereof) not less than 48 hours before the time appointed for the holding of the above meeting (i.e. no later than 9:30 a.m. on Wednesday, May 19, 2021, Hong Kong time) or any adjournment thereof. The completion and return of the form of proxy shall not preclude shareholders of the Company from attending and voting in person at the above meeting (or any adjourned meeting thereof) if they so wish.
5. The transfer books and register of members of the Company will be closed from Monday, May 17, 2021 to Friday, May 21, 2021, both days inclusive, during which period no share transfers can be registered. In order to qualify for attending the Meeting, all transfers accompanied by the relevant share certificates must be lodged with the Hong Kong branch share registrar and transfer office of the Company, 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, May 14, 2021.
6. In respect of ordinary resolutions numbered 2 above, Dr. Yi ZHANG, Mrs. Ping Ye ZHANG, Ms. Hong YE, Dr. Zhiyun YU, Mr. Jifeng GUAN, Mr. Fei CHEN, Mr. Jun YANG, Dr. Stephen Newman OESTERLE, Mr. Robert Ralph PARKS, Mr. Wayne WU and Mr. Wai Ming YIP, shall retire at the Meeting and being eligible, have offered themselves for re-election at the above meeting. Details of the above retiring directors are set out in Appendix I to the accompanied circular dated April 21, 2021.
7. In respect of the ordinary resolution numbered 4(A) above, the directors of the Company wish to state that they have no immediate plans to issue any new shares of the Company. Approval is being sought from the shareholders of the Company as a general mandate for the purposes of the Listing Rules.
8. In respect of ordinary resolution numbered 4(B) above, the directors of the Company wish to state that they will exercise the powers conferred by the general mandate to repurchase shares of the Company in circumstances which they deem appropriate for the benefits of shareholders of the Company. The explanatory statement containing the information necessary to enable shareholders to make an informed decision on whether to vote for or against the resolution to approve the repurchase by the Company of its own shares, as required by the Listing Rules, is set out in Appendix II to the accompanied circular dated April 21, 2021.
9. Taking into account of the recent development of the epidemic caused by COVID-19, the Company will implement the following prevention and control measures at the Meeting against the epidemic to protect the Shareholders from the risk of infection:
10. 1. compulsory body temperature check will be conducted for every Shareholder or proxy at the entrance of the venue. Any person with a body temperature of over 37.3 degrees Celsius will not be permitted to access to the meeting venue;
    2. every Shareholder or proxy is required to wear surgical face mask throughout the meeting;
    3. no souvenirs will be provided at the Meeting; and
    4. no refreshments will be served at the Meeting.

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