Joinn Laboratories China : (1) PROPOSED CHANGE OF THE REGISTERED CAPITAL OF THE COMPANY; (2) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION; AND (3) CLOSURE OF REGISTER OF MEMBERS

Original Articles

Amended Articles

Article 3 The Company was approved

Article 3 The Company was approved

b y t h e C h i n a S e c u r i t i e s R e g u l a t o r y

b y t h e C h i n a S e c u r i t i e s R e g u l a t o r y

Commission (the "CSRC") (Zheng Jian Xu

Commission (the "CSRC") (Zheng Jian Xu

Ke [2017] No.1448) on August 4, 2017 to

Ke [2017] No.1448) on August 4, 2017 to

issue 20,500,000 Renminbi ordinary shares

issue 20,500,000 Renminbi ordinary shares

to the public for the first time, which were

to the public for the first time, which were

listed on the Shanghai Stock Exchange (the

listed on the Shanghai Stock Exchange (the

"Exchange") on August 25, 2017.

"Exchange") on August 25, 2017.

The Company was approved by the CSRC

The Company was approved by the CSRC

to issue 43,324,800 overseas listed shares

to issue 43,324,800 overseas listed shares

(the "H Shares") (assuming the Over-

(the "H Shares") (assuming the Over-

allotment Option has not been exercised)

allotment Option has not been exercised)

in Hong Kong on January 18, 2021, which

and 40,800 over-allotted shares in Hong

were listed on The Stock Exchange of Hong

Kong on January 18, 2021, which were

Kong Limited (the "Hong Kong Stock

listed on The Stock Exchange of Hong

Exchange") on February 26, 2021.

Kong Limited (the "Hong Kong Stock

Exchange") on February 26, 2021 and

March 24, 2021 respectively.

Article 6 The registered capital of the

Article 6 The registered capital of the

Company is RMB270,779,529 (assuming

Company is RMB227,454,729 (assuming

the Over-allotment Option has not been

the Over-allotment Option has not been

exercised).

exercised)RMB270,820,329.

Original Articles

Amended Articles

A r t i c l e 2 2 A f t e r e s t a b l i s h m e n t , t h e

A r t i c l e 2 2 A f t e r e s t a b l i s h m e n t , t h e

C o m p a n y i s s u e d f o r t h e f i r s t t i m e

C o m p a n y i s s u e d f o r t h e f i r s t t i m e

20,500,000 domestic shares to domestic

20,500,000 domestic shares to domestic

investors and other qualified investors

investors and other qualified investors

upon approval of the CSRC. After the

upon approval of the CSRC. After the

abovementioned issuance, the total number

abovementioned issuance, the total number

of shares of the Company is 81,800,000, all

of shares of the Company is 81,800,000, all

being Renminbi ordinary shares.

being Renminbi ordinary shares.

The Company issued 43,324,800 H Shares

The Company issued 43,324,80043,365,600

(assuming the Over-allotment Option has

H Shares (assuming the Over-allotment

not been exercised) in 2021 for the first

O p t i o n h a s n o t b e e n e x e r c i s e d )t o

time upon approval of the CSRC. After the

foreign investors in 2021 for the first

abovementioned issuance, the total number

time upon approval of the CSRC. After

of shares of the Company is 270,779,529

the abovementioned issuance, the total

(assuming the Over-allotment Option has

number of shares of the Company is

not been exercised), all being ordinary

270,779,529(assuming the Over-allotment

shares.

Option has not been exercised)270,820,329,

all being ordinary shares.

The shareholding of the Company is:

The shareholding of the Company is:

270,779,529 ordinary shares, including

270,779,529270,820,329 ordinary shares,

227,454,729 shares held by shareholders

including 227,454,729 shares held by

of domestically listed domestic shares,

shareholders of domestically listed domestic

accounting for approximately 84% of

shares, accounting for approximately

the total share capital of the Company;

84%83.99% of the total share capital

43,324,800 shares held by shareholders of

of the Company; 43,324,80043,365,600

H Shares, accounting for approximately

shares held by shareholders of H Shares,

16% of the total share capital of the

accounting for approximately 16%16.01%

Company (assuming the Over-allotment

of the total share capital of the Company

Option has not been exercised).

(assuming the Over-allotment Option has

not been exercised).

Original Articles

Amended Articles

Article 50 No change of the register of

Article 50 No change of the register of

shareholders as a result of share transfer

shareholders as a result of share transfer

shall be made within 30 days before the

shall be made within 30 days before the

shareholders' general meeting is convened

shareholders' general meeting is convened

or within five days prior to the base date

or within five days prior to the base date

on which the Company decides to pay

on which the Company decides to pay

dividends. If there is any provision in

dividends. If there is any provision in

laws and regulations and listing rules of

laws and regulations and listing rules of

stock exchange on the period of closure

stock exchange on the period of closure

of the register of shareholders prior to a

of the register of shareholders prior to a

shareholders' general meeting or the base

shareholders' general meeting or the base

date set by the Company for the purpose of

date set by the Company for the purpose of

distribution of dividends, such provision

distribution of dividends, such provision

shall prevail.

shall prevail.If any laws, administrative

regulations, departmental rules and

regulatory documents, and relevant

stock exchanges or regulatory agencies

of the place where the Company's shares

are listed require a period of closure

of the register of shareholders during

which time no transfers of shares will be

registered prior to the date of a general

meeting or before the benchmark date

set by the Company for the purpose

of determination of distribution of

dividends, such provisions shall apply.