Sinopharm : (1) PROPOSED DELEGATION OF CERTAIN POWER OF THE GENERAL MEETING TO THE BOARD (2) GENERAL MANDATE TO ISSUE NEW SHARES (3) GENERAL MANDATE TO REPURCHASE H SHARES (4) PROPOSED APPOINTMENT OF NON-EXECUTIVE DIRECTOR AND SUPERVISOR (5) NOTICE OF AGM (6) NOTICE OF H SHAREHOLDERS' CLASS MEETING AND (7) NOTICE OF DOMESTIC SHAREHOLDERS' CLASS MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt about any of the contents of this circular, you should obtain independent professional advice.

If you have sold or transferred all your H shares in Sinopharm Group Co. Ltd., you should at once hand this circular together with the form of proxy to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

SINOPHARM GROUP CO. LTD.*

(A joint stock limited company incorporated in the People's Republic of China with limited liability

and carrying on business in Hong Kong as )

(Stock Code: 01099)

1. PROPOSED DELEGATION OF CERTAIN POWER OF THE GENERAL MEETING TO THE BOARD
2. 1. GENERAL MANDATE TO ISSUE NEW SHARES
   2. GENERAL MANDATE TO REPURCHASE H SHARES

1. PROPOSED APPOINTMENT OF NON-EXECUTIVE DIRECTOR AND SUPERVISOR
2. 1. 1. NOTICE OF AGM
   2. NOTICE OF H SHAREHOLDERS' CLASS MEETING AND
   3. NOTICE OF DOMESTIC SHAREHOLDERS' CLASS MEETING

A letter from the Board is set out on pages 3 to 9 of this circular. The notices convening the AGM, the H Shareholders' Class Meeting and the Domestic Shareholders' Class Meeting to be held at Meeting Room 1401, Sinopharm Group Building, No. 385, East Longhua Road, Huangpu District, Shanghai, the PRC at 9:00 a.m., 10:00 a.m. (or immediately after the conclusion of the AGM) and 10:15 a.m. (or immediately after the conclusion of the H Shareholders' Class Meeting) on Thursday, 10 June 2021, respectively, are being dispatched to the Shareholders together with this circular.

Shareholders who intend to appoint a proxy to attend the above meeting(s) shall complete and return the appropriate form of proxy in accordance with the instructions printed thereon. The form of proxy must be signed by you or your attorney duly authorized in writing or, in case of a legal person, must either be executed under its seal or under the hand of its director or other attorney duly authorized to sign the same. If the form of proxy is signed by an attorney of the appointor, the power of attorney authorizing that attorney to sign, or other document of authorization, must be notarially certified.

In the case of joint holders of Shares, only the holder whose name stands first in the register of members of the Company shall alone be entitled to vote at the AGM and the Class Meetings either in person or by proxy in respect of such Shares.

For holders of H Shares, please return the proxy form together with any documents of authority to Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible, and in any event not later than 24 hours before the respective time appointed for holding the AGM and the H Shareholders' Class Meeting. For holders of Domestic Shares, please return the proxy form together with any documents of authority to the Board Office of the Company in the PRC at Room 1210, Sinopharm Group Building, No. 385, East Longhua Road, Huangpu District, Shanghai as soon as possible, and in any event not later than 24 hours before the respective time appointed for holding the AGM and the Domestic Shareholders' Class Meeting. Completion and return of the form of proxy will not preclude you from attending and voting in person at the AGM, the H Shareholders' Class Meeting or the Domestic Shareholders' Class Meeting, or any adjournment thereof should you so wish.

5 May 2021

* The Company is registered as a non-Hong Kong company under the Hong Kong Companies Ordinance under its

Chinese name and the English name "Sinopharm Group Co. Ltd.".

1. PROPOSED DELEGATION OF CERTAIN POWER OF THE GENERAL

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DEFINITIONS

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

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LETTER FROM THE BOARD

SINOPHARM GROUP CO. LTD.*

(A joint stock limited company incorporated in the People's Republic of China with limited liability

and carrying on business in Hong Kong as )

• The Company is registered as a non-Hong Kong company under the Hong Kong Companies Ordinance under its Chinese name and the English name "Sinopharm Group Co. Ltd.".

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LETTER FROM THE BOARD

1. 1. PROPOSED DELEGATION OF CERTAIN POWER OF THE GENERAL MEETING TO THE BOARD
   2. 1. GENERAL MANDATE TO ISSUE NEW SHARES
      2. GENERAL MANDATE TO REPURCHASE H SHARES
   1. PROPOSED APPOINTMENT OF NON-EXECUTIVE DIRECTOR AND SUPERVISOR
   2. 1. 1. NOTICE OF AGM
      2. NOTICE OF H SHAREHOLDERS' CLASS MEETING AND
      3. NOTICE OF DOMESTIC SHAREHOLDERS' CLASS MEETING
2. INTRODUCTION
   Reference is made to the announcement of the Company dated 19 March 2021 in relation to the

proposed appointment of non-executive Director and Supervisor.

The purpose of this circular is to provide you with detailed information regarding, among others, (i) the proposed delegation of certain power of the general meeting to the Board; (ii) General Mandate to issue new Shares; (iii) the proposed general mandate to repurchase H Shares; (iv) proposed appointment of non- executive Director and Supervisor; and (v) notices convening the AGM and the Class Meetings to enable you to make an informed decision on whether to vote for or against the proposed resolutions at the AGM and the Class Meetings.

1. PROPOSED DELEGATION OF CERTAIN POWER OF THE GENERAL MEETING TO THE BOARD

In order to further clarify the authority of the Board in respect of the relevant guarantees and facilitate and improve the efficiency of the business operation of the Company and its subsidiaries, the Board proposed to seek the Shareholders' approval for delegation of the power to the Board to approve the guarantees in favor of other entities with an aggregate total value of not more than 30% of the latest audited total assets of the Company over a period of 12 months; and if the above delegation is not consistent with, collides with or conflicts with the requirements under the Hong Kong Listing Rules or other requirements of the Hong Kong Stock Exchange, the requirements under the Hong Kong Listing Rules or other requirements of the Hong Kong Stock Exchange should be followed. Relevant proposal will be put forward at the AGM for Shareholders' consideration and approval as an ordinary resolution.

1. GENERAL MANDATE TO ISSUE NEW SHARES

The Board resolved to seek the Shareholders' approval for obtaining the Issue General Mandate, which is an unconditional general mandate to separately or concurrently allot, issue and/or deal with Domestic Shares and/or H Shares not exceeding 20% of the aggregate nominal amount of the existing issued Domestic Shares and/or H Shares as at the date on which such Issue General Mandate is approved by the Shareholders. As at the Latest Practicable Date, there were 1,778,845,451 Domestic Shares and 1,341,810,740 H Shares in issue. Therefore, a maximum of 355,769,090 Domestic Shares and/or

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LETTER FROM THE BOARD

268,362,148 H Shares, representing 20% of the number of each of the existing issued Domestic Shares and/ or H Shares, can be separately or concurrently allotted, issued and/or dealt with by the Board pursuant to the General Mandate to be granted by the Shareholders.

The Board will only exercise its authority under the Issue General Mandate in accordance with the Company Law, the Hong Kong Listing Rules and the requirements of the relevant PRC regulatory authorities. The Directors believe that it is in the best interests of the Company and the Shareholders to grant the Issue General Mandate to the Board to issue new Shares, and the ability to do so would give the Board the flexibility to capture the right opportunity. Relevant proposal will be put forward at the AGM for Shareholders' consideration and approval as a special resolution.

The Issue General Mandate will end on the earliest of (i) the conclusion of the next annual general meeting following the passing of the relevant resolution; (ii) the expiration of a period of 12 months from the date of passing of the relevant resolution at the AGM; or (iii) the date upon which such authority is revoked or varied by a special resolution of the Shareholders at a general meeting.

IV. GENERAL MANDATE TO REPURCHASE H SHARES

The PRC Company Law (to which the Company is subject) provides that a joint stock limited company incorporated in the PRC may not repurchase its shares except under any of the following circumstances: (a) in order to reduce the registered capital of the company; (b) merger with another company holding shares in the Company; (c) the shares are used for employee stock ownership plan or equity incentives; (d) a shareholder requests the Company to purchase the shares held by him/her since he/ she objects to a resolution of the shareholders' meeting on the combination or division of the Company; (e) the shares are used for converting convertible corporate bonds issued by the listed company; or (f) when it is necessary for the listed company to preserve its value and shareholders' rights and interests. The Mandatory Provisions (which the Company has incorporated in its Articles of Association) provides that the Company may, subject to procedures of its articles of association and approval of the relevant competent authorities of the PRC, repurchase its issued shares under the following circumstances: (a) cancellation of shares in order to reduce its capital; (b) merger with another company holding shares in the Company; or (c) other circumstances permitted by the laws and regulations.

The Hong Kong Listing Rules permits shareholders of a PRC joint stock limited company to grant a general mandate to its directors to repurchase H shares of such company that are listed on the Hong Kong Stock Exchange. Such mandate is required to be given by way of a special resolution passed by shareholders at general meeting and special resolutions passed by holders of domestic shares and overseas listed foreign shares at separate class meetings.

As H Shares are traded on the Hong Kong Stock Exchange in Hong Kong dollars and the price payable by the Company upon any repurchase of H Shares shall, therefore, be paid in Hong Kong dollars, the payment of the repurchase price is subject to the approval of SAFE or entities authorised by it or filing in accordance with the requirements of regulatory authorities. Besides, the Company shall file with the CSRC (if required), seek approval of the Ministry of Commerce of the PRC (if required) and register the changes with company registration authorities after the Company has repurchased its H Shares.

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LETTER FROM THE BOARD

In accordance with the requirements of Article 26 of the Articles of Association, the Company will have to notify its creditors within 10 days after the date of passing the resolution to reduce registered capital of the Company and also make an announcement in newspapers within 30 days after the passing of such resolution. A creditor shall have the right to demand the Company to settle its debts or provide a corresponding guarantee within 30 days of receiving such notice from the Company or, in the case of a creditor who has not received any notice, within 90 days of the date of the announcement.

In order to provide more flexibility to the Directors to repurchase H Shares, a special resolution will be proposed at the AGM and the Class Meetings to grant to the Board the Repurchase General Mandate.

Pursuant to the Repurchase General Mandate, the H Shares which may be repurchased shall not exceed 10% of the aggregate nominal amount of H Shares in issue as at the date of passing of the Repurchase General Mandate Resolution.

The Repurchase General Mandate will be conditional upon the special resolution for approving the granting of the Repurchase General Mandate being passed at each of the AGM and the Class Meetings. Such Repurchase General Mandate, if approved, will lapse at the earliest of:

1. the conclusion of the next annual general meeting of the Company following the passing of the Repurchase General Mandate Resolution at the AGM and the Class Meetings;
2. the expiration of the 12-month period following the passing of the Repurchase General Mandate Resolution at the AGM and the Class Meetings; or
3. the date on which the authority conferred to the Board by the Repurchase General Mandate Resolution is revoked or varied by a special resolution of Shareholders at a general meeting, or a special resolution of Shareholders at their respective class meeting.

The obtaining of the Repurchase General Mandate is in accordance with the Hong Kong Listing Rules, the Articles of Association and the applicable laws, rules and regulations of government and regulatory authorities of the PRC. The Repurchase General Mandate Resolution is set out as resolution 12 in the notice of AGM and resolution 1 in the notice of the H Shareholders' Class Meeting and the notice of the Domestic Shareholders' Class Meeting, respectively, which are appended to this circular.

An explanatory statement containing information regarding the Repurchase General Mandate is set out in Appendix I to this circular.

1. PROPOSED APPOINTMENT OF NON-EXECUTIVE DIRECTOR AND SUPERVISOR

On 19 March 2021, the Board resolved to nominate Mr. Li Dongjiu as a non-executive Director and the Supervisory Committee resolved to nominate Ms. Guan Xiaohui as a Supervisor. The proposed appointment of Mr. Li Dongjiu as non-executive Director and Ms. Guan Xiaohui as Supervisor will be put forward at the AGM for Shareholders' approval as ordinary resolutions.

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LETTER FROM THE BOARD

Biographical details of Mr. Li Dongjiu

Mr. Li Dongjiu, aged 56, former vice president and former chief legal advisor of the Company. Mr. Li has over 33 years of working experience in the pharmaceutical industry, over 28 years of which relates to management experience in the pharmaceutical and healthcare products industry. Mr. Li is a professor level engineer and Doctor of Engineering. Mr. Li obtained a bachelor's degree in chemical engineering from Dalian University of Technology in July 1987, a master's degree in management science and engineering from Wuhan Transportation University in July 1998, a master's degree of arts in International Economic Relations from the Flinders University of South Australia in October 2005, a PhD degree of transportation planning and management from Wuhan University of Technology in June 2013, and an EMBA degree from China Europe International Business School. Mr. Li worked for North China Pharmaceutical Co., Ltd. ("North China Pharmaceutical", a company listed on the Shanghai Stock Exchange, stock code: 600812) from July 1987 to December 2009, successively as a deputy general manager of North China Pharmaceutical Huasheng Co., Ltd., general manager of Sweeteners Vitamins Department of North China Pharmaceutical Group Corporation, general manager of Sales Company of North China Pharmaceutical Group Corporation and deputy general manager of North China Pharmaceutical and head of its financial department. Mr. Li joined Shanghai Fosun Pharmaceutical (Group) Co., Ltd. ("Fosun Pharmaceutical", a company listed on the Hong Kong Stock Exchange and the Shanghai Stock Exchange, stock code: 02196 and 600196, respectively) since December 2009 and served as a president of Shanghai Fosun Pharmaceutical Development Co., Ltd., vice president and senior vice president and chairman of the Medicine Commercialization and Consumer Products Management Committee and vice chairman of the Pharmaceutical Manufacturing Management Committee of Fosun Pharmaceutical from June 2010 to January 2018. Mr. Li continued to serve as a senior vice president of Fosun Pharmaceutical since March 2021. Mr. Li has served as a non-executive Director of the Company from October 2013 to January 2018 and served as a vice president and chief legal advisor of the Company from January 2018 to March 2021. Mr. Li once served as a director of China National Medicines Co., Ltd. (a company listed on the Shanghai Stock Exchange, stock code: 600511) and China National Accord Medicines Co., Ltd. (a company listed on the Shenzhen Stock Exchange, stock code: 000028) and took senior management positions in a number of subsidiaries of the Company.

Biographical details of Ms. Guan Xiaohui

Ms. Guan Xiaohui, aged 50, served as a non-executive Director of the Company from March 2019 to March 2021. Ms. Guan obtained a bachelor's degree in economics from Jiangxi University of Finance and Economics and obtained a master's degree in accounting for senior accountant from the Chinese University of Hong Kong in December 2007. Ms. Guan is qualified as Chinese Certified Public Account (CPA) and a member of The Association of Chartered Certified Accountants (ACCA). Ms. Guan joined Fosun Pharmaceutical in May 2000 and currently serves as an executive president and chief financial officer of Fosun Pharmaceutical. Ms. Guan worked at Jiangxi Provincial Branch of the Industrial and Commercial Bank of China from July 1992 to May 2000. Ms. Guan once served as a supervisor of National Accord Medicines Co., Ltd.. Ms. Guan currently also serves as a non-executive director of Shanghai Henlius Biotech, Inc. (a company listed on the Hong Kong Stock

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LETTER FROM THE BOARD

Exchange, stock code: 02696), a director of Gland Pharma Limited (a company listed on Bombay

Stock Exchange Limited and National Stock Exchange of India, stock code: GLAND and GLAND) and a supervisor of Sinopharm Industrial Investment Co., Ltd.

Save as disclosed above and as at the Latest Practicable Date, Mr. Li and Ms. Guan did not have any relationships with any Directors, senior management, substantial or controlling Shareholder(s) (as defined in the Hong Kong Listing Rules) of the Company, or hold any other positions in the Company or any of its subsidiaries, or any directorships in other listed companies in the last three years.

As at the Latest Practicable Date, Mr. Li and Ms. Guan did not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Save as disclosed above, the Board is not aware of any other matters in relation to the appointment of Mr. Li as a non-executive Director and the appointment of Ms. Guan as a Supervisor that need to be brought to the attention of the Shareholders nor any information that is required to be disclosed pursuant to Rules 13.51(2) (h) to (v) of the Hong Kong Listing Rules.

VI. AGM, H SHAREHOLDERS' CLASS MEETING AND DOMESTIC SHAREHOLDERS'

CLASS MEETING

The notices convening the AGM, the H Shareholders' Class Meeting and the Domestic Shareholders' Class Meeting to be held at 9:00 a.m., 10:00 a.m. (or immediately after the conclusion of the AGM) and 10:15 a.m. (or immediately after the conclusion of the H Shareholders' Class Meeting) on Thursday, 10 June 2021 at Meeting Room 1401, Sinopharm Group Building, No. 385, East Longhua Road, Huangpu District, Shanghai, the PRC are set out at the end of this circular.

Proxy forms to be used at the AGM, the H Shareholders' Class Meeting and the Domestic Shareholders' Class Meeting are also enclosed herein and published on the website of Hong Kong Stock Exchange (www.hkexnews.hk). Shareholders who intend to appoint a proxy to attend the above meeting(s) shall complete and return the appropriate proxy form in accordance with the instructions printed thereon.

For holders of H Shares, the form of proxy, and if the form of proxy is signed by a person under a power of attorney or other authority on behalf of the appointor, a notarially certified copy of that power of attorney or other authority, must be delivered to the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not less than 24 hours before the respective time for holding the AGM and the H Shareholders' Class Meeting in order for such documents to be valid. For holders of Domestic Shares, the form of proxy, and if the form of proxy is signed by a person under a power of attorney or other authority on behalf of the appointor, a notarially certified copy of that power of attorney or other authority, must be delivered to the Board Office of the Company in the PRC at Room 1210, Sinopharm Group Building, No. 385, East Longhua Road, Huangpu District, Shanghai, not less than 24 hours before the respective time for holding the AGM and the Domestic Shareholders' Class Meeting in order for such documents to be valid.

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LETTER FROM THE BOARD

Pursuant to the Articles of Association, for the purpose of holding the AGM and the Class Meetings, the register of members of the Company will be closed from Tuesday, 11 May 2021 to Thursday, 10 June 2021 (both days inclusive), during which period no transfer of Shares will be registered. Shareholders whose names appear on the register of members of the Company on Tuesday, 11 May 2021 are entitled to attend and vote at the AGM, and holders of the corresponding class of Shares whose name appear on the register of members of the Company on the same day are eligible to attend and vote at the H Shareholders' Class Meeting and the Domestic Shareholders' Class Meeting, respectively.

In order to attend the AGM and the H Shareholders' Class Meeting, holders of H Shares shall lodge all transfer documents together with the relevant Share certificates to Computershare Hong Kong Investor Services Limited, the Company's share registrar, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Monday, 10 May 2021.

Pursuant to Rule 13.39(4) of the Hong Kong Listing Rules, any vote of Shareholders at a general meeting must be taken by poll except where the chairman, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands. The chairman of the meeting will therefore demand a poll for every resolution put to vote at the AGM in accordance with the Articles of Association. An announcement on the poll vote results will be made by the Company after the AGM and the Class Meetings in the manner prescribed under Rule 13.39(5) of the Hong Kong Listing Rules.

VII. RECOMMENDATION

The Directors consider that all of the aforesaid resolutions are in the interests of the Company and the Shareholders as a whole, and accordingly, recommend the Shareholders to vote in favor of the relevant resolutions to be proposed at the AGM and the Class Meetings.

Yours faithfully,

By Order of the Board

Sinopharm Group Co. Ltd.

Yu Qingming

Chairman

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In accordance with the Hong Kong Listing Rules, this appendix serves as the explanatory statement to provide you with requisite information reasonably necessary to enable you to make an informed decision on whether to vote for or against the special resolutions to be proposed at the AGM and the Class Meetings for the granting of the Repurchase General Mandate to the Board.

SECURITIES REPURCHASE GENERAL MANDATE

Reasons for Repurchasing H Shares

The Board considered that the repurchase of the H Shares would be beneficial to and in the best interests of the Company and its Shareholders as a whole. It can strengthen the investors' confidence in the Company and promote a positive effect on maintaining the Company's reputation in the capital market. Such repurchases will only be made when the Board believes that such repurchases will benefit the Company and its Shareholder as a whole.

Registered Capital

As at the Latest Practicable Date, the registered capital of the Company was RMB3,120,656,191, comprising 1,341,810,740 H Shares with a nominal value of RMB1.00 each and 1,778,845,451 Domestic Shares with a nominal value of RMB1.00 each.

Exercise of the Repurchase General Mandate

Subject to the passing of the special resolution 12 as set out in the notice of AGM and the special resolution 1 as set out in the notice of H Shareholders' Class Meeting and the notice of the Domestic Shareholder's Class Meeting, respectively, the Board will be granted the Repurchase General Mandate until the earliest of:

1. the conclusion of the next annual general meeting of the Company following the passing of the Repurchase General Mandate Resolution at the AGM and the Class Meetings;
2. the expiration of the 12-month period following the passing of the Repurchase General Mandate Resolution at the AGM and the Class Meetings; or
3. the date on which the authority conferred to the Board by the Repurchase General Mandate Resolution is revoked or varied by a special resolution of Shareholders at a general meeting, or a special resolution of Shareholders at their respective class meeting.

(hereinafter referred to as the "Relevant Period").

The exercise of the Repurchase General Mandate is subject to relevant approval of and/or filings with the relevant regulatory authorities as required by the laws, rules and regulations of the PRC being obtained and/or carried out.

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The exercise in full of the Repurchase General Mandate (on the basis of 1,341,810,740 H Shares in issue as at the Latest Practicable Date and no H Shares will be allotted and issued or repurchased by the Company on or prior to the date of the AGM and the Class Meetings) would result in a maximum of 134,181,074 H Shares being repurchased by the Company during the Relevant Period, being the maximum of 10% of the total H Shares in issue as at the date of passing the relevant resolutions.

Funding of Repurchases

In repurchasing its H Shares, the Company intends to apply funds from the Company's internal resources (which may include surplus funds and retained profits) legally available for such purpose in accordance with the Articles of Association and the applicable laws, rules and regulations of the PRC.

The Company is empowered by its Articles of Association to repurchase its H Shares. Any repurchases by the Company may only be made out of either the funds of the Company that would otherwise be available for dividend or distribution or out of the proceeds of a new issue of shares made for such purpose. Under PRC laws, H Shares so repurchased should be cancelled and the Company's registered capital should be reduced by amount equivalent to the aggregate nominal value of the H Shares so cancelled. The Company may not purchase securities on the Hong Kong Stock Exchange for a consideration other than cash or for settlement otherwise than in accordance with the trading rules of the Hong Kong Stock Exchange from time to time.

GENERAL

The Directors consider that there would not be a material adverse impact on the working capital or on the gearing position of the Company in the event that the Repurchase General Mandate is exercised in full at any time during the proposed repurchase period (as compared with the position disclosed in the latest published audited accounts of the Company for the year ended 31 December 2020). However, the Directors do not propose to exercise the Repurchase General Mandate to such extent as would, in the circumstances, have a material adverse effect on the working capital requirements of the Company or the gearing levels of the Company. The number of H Shares to be repurchased on any occasion and the price and other terms upon which the same are repurchased will be decided by the Board at the relevant time having regarded to the circumstances then prevailing, in the best interests of the Company.

The Directors have undertaken to the Hong Kong Stock Exchange that, so far as the same may be applicable, they will exercise the powers of the Company to make repurchases under the Repurchase General Mandate in accordance with the Hong Kong Listing Rules, the Articles of Association and the applicable laws, rules and regulations of the PRC.

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H SHARES PRICES

The highest and lowest prices at which the H Shares have been traded on the Hong Kong Stock Exchange during each of the 12 months preceding the Latest Practicable Date were as follows:

H SHARES REPURCHASED BY THE COMPANY

No repurchase of H Shares has been made by the Company within 6 months preceding the date of the circular (whether on the Hong Kong Stock Exchange or otherwise).

DISCLOSURE OF INTERESTS

If as a result of a share repurchase by the Company, a substantial shareholder's proportionate interest in the voting rights of the Company increases, such increase will be treated as an acquisition for the purpose of the Takeovers Code. Accordingly, a shareholder, or a group of shareholders acting in concert, could obtain or consolidate control of the Company or further become obligated to make a mandatory offer in accordance with Rule 26 of the Takeovers Code.

As at the Latest Practicable Date, China National Pharmaceutical Group Co., Ltd. ("CNPGC") and Sinopharm Industrial Investment Co., Ltd. ("Sinopharm Investment") whose interest in the Company are notifiable under Part XV of the SFO, held directly and indirectly approximately 57.00% and 50.36% of the Company's total registered capital, respectively. In the event that the Board exercises in full the power to repurchase H Shares in accordance with the terms of the Repurchase General Mandate proposed at the AGM and the Class Meetings, the total interests of CNPGC and Sinopharm Investment in the total registered capital of the Company would be increased to approximately 59.56% and 52.62%, respectively. The Board is not aware of any consequences which will arise under the Takeovers Code and/or any similar applicable

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law, as a result of any purchases to be made under the Repurchase General Mandate. Moreover, the Board will not make share repurchase on the Hong Kong Stock Exchange if the repurchase would result in less than 25% of the total registered capital of the Company in the public hands.

None of the Directors nor, to the best of their knowledge, having made all reasonable enquiries, any of their close associates (as defined in the Hong Kong Listing Rules) presently intends to sell H Shares to the Company under the Repurchase General Mandate in the event that the Repurchase General Mandate is approved by the Shareholders and the conditions (if any) to which the Repurchase General Mandate are fulfilled.

The Company has not been notified by any core connected persons (as defined in the Hong Kong Listing Rules) of the Company that they have a present intention to sell any H Shares to the Company, or that they have undertaken not to sell any H Shares held by them to the Company in the event that the Repurchase General Mandate is approved by its Shareholders and the conditions (if any) to which the Repurchase General Mandate are fulfilled.

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NOTICE OF AGM

SINOPHARM GROUP CO. LTD.*

(A joint stock limited company incorporated in the People's Republic of China with limited liability

and carrying on business in Hong Kong as )

(Stock Code: 01099)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that an annual general meeting for the year 2020 (the "AGM") of Sinopharm Group Co. Ltd. (the "Company") will be held at 9:00 a.m. on Thursday, 10 June 2021 at Meeting Room 1401, Sinopharm Group Building, No. 385, East Longhua Road, Huangpu District, Shanghai, the People's Republic of China (the "PRC"), for the purpose of considering, and if thought fit, passing the following resolutions:

ORDINARY RESOLUTIONS

1. To consider and approve the report of the board of directors of the Company (the "Board") for the year ended 31 December 2020.
2. To consider and approve the report of the supervisory committee of the Company (the "Supervisory Committee") for the year ended 31 December 2020.
3. To consider and approve the audited financial statements of the Company and its subsidiaries for the year ended 31 December 2020 and the auditors' report.
4. To consider and approve the profit distribution plan and payment of the final dividend for the year ended 31 December 2020.
5. To consider and authorize the Board to determine the remuneration of the directors of the Company (the "Directors") for the year ending 31 December 2021.
6. To consider and authorize the Supervisory Committee to determine the remuneration of the supervisors of the Company for the year ending 31 December 2021.

• The Company is registered as a non-Hong Kong company under the Hong Kong Companies Ordinance under its Chinese name and the English name "Sinopharm Group Co. Ltd.".

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NOTICE OF AGM

1. To consider and approve the appointment of Ernst & Young Hua Ming LLP as the domestic auditor of the Company to hold office until the conclusion of the next annual general meeting, and the appointment of Ernst & Young as the international auditor of the Company to hold office until the conclusion of the next annual general meeting, and to ratify and confirm their remunerations determined by the audit committee of the Board.
2. To consider and approve the delegation of the power to the Board to approve the guarantees in favor of other entities with an aggregate total value of not more than 30% of the latest audited total assets of the Company over a period of 12 months; and if the above delegation is not consistent with, collides with or conflicts with the requirements under the Rules Governing the Listing of Securities (the "Hong Kong Listing Rules") on The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange") or other requirements of the Hong Kong Stock Exchange, the requirements under the Hong Kong Listing Rules or other requirements of the Hong Kong Stock Exchange should be followed.
3. To consider and approve the appointment of Mr. Li Dongjiu as a non-executive Director, and to authorize the Board to determine his remuneration and to authorize the chairman of the Board or any executive Director to enter into the service contract or such other documents or supplemental agreements or deeds with him.
4. To consider and approve the appointment of Ms. Guan Xiaohui as a Supervisor, and to authorize the Supervisory Committee to determine her remuneration and to authorize the chairman of the Board or any executive Director to enter into the service contract or such other documents or supplemental agreements or deeds with her.

SPECIAL RESOLUTIONS

11. To consider and approve the granting of a general mandate to the Board to issue new shares:

"THAT:

1. subject to sub-paragraphs (i) to (iii) below, the Board be and is hereby granted an unconditional general mandate to separately or concurrently allot, issue and/or deal with ordinary shares in the share capital of the Company, with a nominal value of RMB1.00 each, which are subscribed for and fully paid up in Renminbi by PRC nationals and/or PRC incorporated entities (the "Domestic Shares") and/or overseas-listed foreign invested ordinary shares of par value of RMB1.00 each in the share capital of the Company, which are listed on the Hong Kong Stock Exchange (the "H Shares"), and to

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NOTICE OF AGM

make or grant offers, agreements or options (including bonds, warrants and securities or debentures convertible into shares), and rights to exchange or convert into shares in respect thereof:

1. 1. such mandate shall not extend beyond the Relevant Period save that the Board may during the Relevant Period make or grant offers, agreements or options (including bonds, warrants and securities or debentures convertible into shares), and rights to exchange or convert into shares which might require the exercise of such powers after the end of the Relevant Period;
   2. the aggregate nominal amount of Domestic Shares and/or H Shares to be allotted, issued and/or dealt with or agreed conditionally or unconditionally to be issued, allotted and/or dealt with (whether pursuant to an option or otherwise) by the Board shall not exceed 20% of the aggregate nominal amount of each of the existing issued Domestic Shares and H Shares as at the date on which this resolution is passed; and
   3. the Board will only exercise its power under such mandate in accordance with the Company Law of the PRC and the Hong Kong Listing Rules (as amended from time to time) and the requirements of the relevant PRC regulatory authorities;
2. for the purpose of this resolution:
   "Relevant Period" means the period from the date of passing of this resolution until the earliest of:
3. 1. the conclusion of the next annual general meeting of the Company following the passing of this resolution;
   2. the expiration of the 12-month period following the passing of this resolution; or
   3. the date on which the authority granted to the Board set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company (the "Shareholders") in a general meeting; and
4. contingent on the Board's resolving to issue shares pursuant to sub-paragraph (a) of this resolution, the Board be and is hereby authorised to approve, execute and do or procure to be executed and done, all such documents, deeds and things as it may consider relevant in connection with the issue of such new shares including, but not limited to, determining the time and place of issue, making all necessary applications to the relevant authorities and entering into an underwriting agreement (or any other agreement), to determine the use of proceeds and to make all necessary filings and registrations with the relevant PRC, Hong Kong and other authorities, and to make such amendments to the Articles of Association as it thinks fit so as to reflect the increase in

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NOTICE OF AGM

the registered capital of the Company and to reflect the new share capital structure of the Company upon completion of the allotment and issue of the shares of the Company pursuant to the resolution under paragraph (a) of this resolution."

12. To consider and approve the granting of a general mandate to the Board to repurchase H Shares, during the Relevant Period (as defined in paragraph (c) below):

"THAT:

1. by reference to market conditions and in accordance with needs of the Company, repurchase the H Shares not exceeding 10% of the aggregate nominal amount of the H Shares in issue as at the date when this resolution is passed;
2. the Board be authorised to (including but not limited to the following):
3. 1. determine detailed repurchase plan, including but not limited to repurchase price, number of shares to repurchase, timing of repurchase and period of repurchase, etc.;
   2. open overseas share accounts and carry out the foreign exchange approval and the foreign exchange change registration procedures in relation to transmission of repurchase fund overseas; and
   3. carry out cancellation procedures for repurchased shares, reduce registered capital of the Company in order to reflect the amount of shares repurchased in accordance with the authorisation received by the Board under paragraph (a) of this special resolution and make corresponding amendments to the articles of association of the Company as it thought fit and necessary in order to reflect the reduction of the registered capital of the Company and carry out any other necessary actions and deal with any necessary matters in order to repurchase relevant shares in accordance with paragraph (a) of this special resolution.
4. For the purposes of this special resolution, "Relevant Period" means the period from the passing of this special resolution until the earliest of:
5. 1. the conclusion of the next annual general meeting of the Company following the passing of this resolution;
   2. the expiration of the 12-month period following the passing of this resolution; or

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NOTICE OF AGM

1. the date on which the authority conferred to the Board set out in this resolution is revoked or varied by a special resolution of the Shareholders at a general meeting, or a special resolution of Shareholders at their respective class meeting."

By Order of the Board

Sinopharm Group Co. Ltd.

Yu Qingming

Chairman

Shanghai, the PRC

5 May 2021

As at the date of this notice, the executive directors of the Company are Mr. Yu Qingming and Mr. Liu Yong; the non-executive directors of the Company are Mr. Chen Qiyu, Mr. Ma Ping, Mr. Hu Jianwei, Mr. Deng Jindong, Mr. Wen Deyong, Ms. Guan Xiaohui and Ms. Feng Rongli; and the independent non- executive directors of the Company are Mr. Zhuo Fumin, Mr. Chen Fangruo, Mr. Li Peiyu, Mr. Wu Tak Lung and Mr. Yu Weifeng.

Notes:

1. For the purpose of holding the AGM, the register of members of the Company (the "Register of Members") will be closed from Tuesday, 11 May 2021 to Thursday, 10 June 2021 (both days inclusive), during which period no transfer of Shares can be registered.
   In order to be qualified to attend and vote at the AGM, for holders of H Shares, all transfer documents accompanied by the relevant share certificates must be lodged with the H share registrar 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, no later than 4:30 p.m. on Monday, 10 May 2021.
   The Shareholders whose names appear on the Register of Members on Tuesday, 11 May 2021 are entitled to attend and vote at the AGM.
   The Board has recommended a final dividend for the year ended 31 December 2020 of RMB0.69 per share (inclusive of tax) (the "Final Dividend"). If the resolution regarding the payment of the Final Dividend is approved by the Shareholders at the AGM, it is expected to be distributed no later than 10 August 2021 to the Shareholders whose names appear on the Register of Members on Tuesday, 22 June 2021.
   For the purpose of the distribution of the Final Dividend, the Register of Members will be closed from Thursday, 17 June 2021 to Tuesday, 22 June 2021 (both days inclusive) during which period no transfer of Shares will be registered.
   In order to be qualified to receive the Final Dividend, for holders of H Shares, all transfer documents accompanied by the relevant share certificates must be lodged with the H share registrar 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, no later than 4:30 p.m. on Wednesday, 16 June 2021.
2. Shareholders who are entitled to attend and vote at the AGM may appoint one or more proxies to attend and vote on their behalves. A proxy need not be a member of the Company.

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NOTICE OF AGM

1. The instrument appointing a proxy must be in writing under the hand of a Shareholder or his attorney duly authorised in writing. If the Shareholder is a legal person, that instrument must be executed either under its seal or under the hand of its director or other attorney duly authorised to sign the same.
2. In order to be valid, the proxy form must be deposited, for the holders of H Shares, to the H share registrar of the Company, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, or for the holders of Domestic Shares, to the Board Office of the Company in the PRC not less than 24 hours before the time appointed for holding the AGM. If the proxy form is signed by a person under a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority shall be deposited at the same time as mentioned in the proxy form. Completion and return of the proxy form will not preclude Shareholders from attending and voting in person at the AGM or any adjourned meetings should you so wish.
3. Shareholders shall produce their identity documents and supporting documents in respect of the shares of the Company held when attending the AGM. If corporate Shareholders appoints authorised representative to attend the AGM, the authorised representative shall produce his/her identity documents and a notarially certified copy of the relevant authorisation instrument signed by the board of directors or other authorised parties of the corporate Shareholders or other notarially certified documents allowed by the Company. Proxies shall produce their identity documents and the proxy form signed by the Shareholders or their attorney when attending the AGM.
4. Reminders in relation to COVID-19 pandemic prevention and control: in the event that the prevention and control of COVID-19 pandemic continues at the time of the AGM, in order to cooperate with the prevention and control of the pandemic so as to safeguard the health and safety of the Shareholders and the participants of the meeting, at the same time ensuring that the Shareholders may exercise their respective shareholders' rights, the Company recommends Shareholders and their proxies intending to attend the AGM to vote by completing and submitting the form of proxy, i.e. to indicate how you wish your votes to be cast in the form of proxy for AGM, and appoint the Chairman of the AGM as your proxy to vote on your behalf at the meeting.
   In case the Shareholders or their proxies choose to attend the meeting in person, please comply with the policies and requirements of Shanghai regarding the prevention and control of COVID-19 pandemic. On the way to, from and at the venue of the AGM, please adopt proper personal preventive work. Upon arrival at the venue of the AGM, please follow the arrangement and guidance of the staff and cooperate with the pandemic prevention and control requirements including, among others, attendee registration, temperature check and wearing of masks.
5. The AGM is expected to take for less than half a day. Shareholders attending the AGM shall be responsible for their own travel and accommodation expenses.
6. Contact details of the Board Office of the Company in the PRC are as follows:

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NOTICE OF THE H SHAREHOLDERS' CLASS MEETING

SINOPHARM GROUP CO. LTD.*

(A joint stock limited company incorporated in the People's Republic of China with limited liability

and carrying on business in Hong Kong as )

(Stock Code: 01099)

NOTICE OF THE H SHAREHOLDERS' CLASS MEETING

NOTICE IS HEREBY GIVEN that the H shareholders' class meeting (the "H Shareholders' Class Meeting") of Sinopharm Group Co. Ltd. (the "Company") will be held at 10:00 a.m. (or immediately after the conclusion of the annual general meeting for the year 2020) on Thursday, 10 June 2021 at Meeting Room 1401, Sinopharm Group Building, No. 385, East Longhua Road, Huangpu District, Shanghai, the People's Republic of China (the "PRC"), for the purpose of considering, and if thought fit, passing the following resolution:

SPECIAL RESOLUTION

1. To consider and approve the granting of a general mandate to the Board to repurchase H Shares, during the Relevant Period (as defined in paragraph (c) below):

"THAT:

1. by reference to market conditions and in accordance with needs of the Company, repurchase the H Shares not exceeding 10% of the aggregate nominal amount of the H Shares in issue as at the date when this resolution is passed;
2. the Board be authorised to (including but not limited to the following):
3. 1. determine detailed repurchase plan, including but not limited to repurchase price, number of shares to repurchase, timing of repurchase and period of repurchase, etc.;
   2. open overseas share accounts and carry out the foreign exchange approval and the foreign exchange change registration procedures in relation to transmission of repurchase fund overseas; and

• The Company is registered as a non-Hong Kong company under the Hong Kong Companies Ordinance under its Chinese name and the English name "Sinopharm Group Co. Ltd.".

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NOTICE OF THE H SHAREHOLDERS' CLASS MEETING

1. 1. carry out cancellation procedures for repurchased shares, reduce registered capital of the Company in order to reflect the amount of shares repurchased in accordance with the authorisation received by the Board under paragraph (a) of this special resolution and make corresponding amendments to the articles of association of the Company as it thought fit and necessary in order to reflect the reduction of the registered capital of the Company and carry out any other necessary actions and deal with any necessary matters in order to repurchase relevant shares in accordance with paragraph (a) of this special resolution.
2. For the purposes of this special resolution, "Relevant Period" means the period from the passing of this special resolution until the earliest of:
3. 1. the conclusion of the next annual general meeting of the Company following the passing of this resolution;

1. the expiration of the 12-month period following the passing of this resolution; or
2. the date on which the authority conferred to the Board set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company (the "Shareholders") at a general meeting, or a special resolution of Shareholders at their respective class meeting."

By Order of the Board

Sinopharm Group Co. Ltd.

Yu Qingming

Chairman

Shanghai, the PRC

5 May 2021

As at the date of this notice, the executive directors of the Company are Mr. Yu Qingming and Mr. Liu Yong; the non-executive directors of the Company are Mr. Chen Qiyu, Mr. Ma Ping, Mr. Hu Jianwei, Mr. Deng Jindong, Mr. Wen Deyong, Ms. Guan Xiaohui and Ms. Feng Rongli; and the independent non- executive directors of the Company are Mr. Zhuo Fumin, Mr. Chen Fangruo, Mr. Li Peiyu, Mr. Wu Tak Lung and Mr. Yu Weifeng.

Notes:

1. The register of members of the Company be closed from Tuesday, 11 May 2021 to Thursday, 10 June 2021 (both days inclusive), during which period no transfer of Shares can be registered.

In order to be qualified to attend and vote at the H Shareholders' Class Meeting, for holders of H Shares, all transfer documents accompanied by the relevant share certificates must be lodged with the H share registrar 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, no later than 4:30 p.m. on Monday, 10 May 2021.

The H Shareholders whose names appear on the register of members of the Company on Tuesday, 11 May 2021 are entitled to attend and vote at the H Shareholders' Class Meeting.

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NOTICE OF THE H SHAREHOLDERS' CLASS MEETING

1. Shareholders who are entitled to attend and vote at the H Shareholders' Class Meeting may appoint one or more proxies to attend and vote on their behalves. A proxy need not be a member of the Company.
2. The instrument appointing a proxy must be in writing under the hand of a Shareholder or his attorney duly authorised in writing. If the Shareholder is a legal person, that instrument must be executed either under its seal or under the hand of its director or other attorney duly authorised to sign the same.
3. In order to be valid, the proxy form must be deposited to the H share registrar 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 24 hours before the time appointed for holding the H Shareholders' Class Meeting. If the proxy form is signed by a person under a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority shall be deposited at the same time as mentioned in the proxy form. Completion and return of the proxy form will not preclude Shareholders from attending and voting in person at the H Shareholders' Class Meeting or any adjourned meetings should you so wish.
4. H Shareholders shall produce their identity documents and supporting documents in respect of the shares of the Company held when attending the H Shareholders' Class Meeting. If corporate Shareholders appoints authorised representative to attend the H Shareholders' Class Meeting, the authorised representative shall produce his/her identity documents and a notarially certified copy of the relevant authorisation instrument signed by the board of directors or other authorised parties of the corporate Shareholders or other notarially certified documents allowed by the Company. Proxies shall produce their identity documents and the proxy form signed by the Shareholders or their attorney when attending the H Shareholders' Class Meeting.
5. Reminders in relation to COVID-19 pandemic prevention and control: in the event that the prevention and control of COVID-19 pandemic continues at the time of the H Shareholders' Class Meeting, in order to cooperate with the prevention and control of the pandemic so as to safeguard the health and safety of the Shareholders and the participants of the meeting, at the same time ensuring that the Shareholders may exercise their respective Shareholders' rights, the Company recommends H Shareholders and their proxies intending to attend the H Shareholders' Class Meeting to vote by completing and submitting the form of proxy, i.e. to indicate how you wish your votes to be cast in the form of proxy for H Shareholders' Class Meeting, and appoint the Chairman of the H Shareholders' Class Meeting as your proxy to vote on your behalf at the meeting.
   In case the H Shareholders or their proxies choose to attend the meeting in person, please comply with the policies and requirements of Shanghai regarding the prevention and control of COVID-19 pandemic. On the way to, from and at the venue of the H Shareholders' Class Meeting, please adopt proper personal preventive work. Upon arrival at the venue of the H Shareholders' Class Meeting, please follow the arrangement and guidance of the staff and cooperate with the pandemic prevention and control requirements including, among others, attendee registration, temperature check and wearing of masks.
6. The H Shareholders' Class Meeting is expected to take for less than half a day. Shareholders attending the H Shareholders' Class Meeting shall be responsible for their own travel and accommodation expenses.
7. Contact details of the Board Office of the Company in the PRC are as follows:

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NOTICE OF THE DOMESTIC SHAREHOLDERS' CLASS MEETING

SINOPHARM GROUP CO. LTD.*

(A joint stock limited company incorporated in the People's Republic of China with limited liability

and carrying on business in Hong Kong as )

(Stock Code: 01099)

NOTICE OF THE DOMESTIC SHAREHOLDERS' CLASS MEETING

NOTICE IS HEREBY GIVEN that the domestic shareholders' class meeting (the "Domestic Shareholders' Class Meeting") of Sinopharm Group Co. Ltd. (the "Company") will be held at 10:15 a.m. (or immediately after the conclusion of the H Shareholders' Class Meeting) on Thursday, 10 June 2021 at Meeting Room 1401, Sinopharm Group Building, No. 385, East Longhua Road, Huangpu District, Shanghai, the People's Republic of China (the "PRC"), for the purpose of considering, and if thought fit, passing the following resolution:

SPECIAL RESOLUTION

1. To consider and approve the granting of a general mandate to the Board to repurchase H Shares, during the Relevant Period (as defined in paragraph (c) below):

"THAT:

1. by reference to market conditions and in accordance with needs of the Company, repurchase the H Shares not exceeding 10% of the aggregate nominal amount of the H Shares in issue as at the date when this resolution is passed;
2. the Board be authorised to (including but not limited to the following):
3. 1. determine detailed repurchase plan, including but not limited to repurchase price, number of shares to repurchase, timing of repurchase and period of repurchase, etc.;
   2. open overseas share accounts and carry out the foreign exchange approval and the foreign exchange change registration procedures in relation to transmission of repurchase fund overseas; and

• The Company is registered as a non-Hong Kong company under the Hong Kong Companies Ordinance under its Chinese name and the English name "Sinopharm Group Co. Ltd.".

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NOTICE OF THE DOMESTIC SHAREHOLDERS' CLASS MEETING

1. 1. carry out cancellation procedures for repurchased shares, reduce registered capital of the Company in order to reflect the amount of shares repurchased in accordance with the authorisation received by the Board under paragraph (a) of this special resolution and make corresponding amendments to the articles of association of the Company as it thought fit and necessary in order to reflect the reduction of the registered capital of the Company and carry out any other necessary actions and deal with any necessary matters in order to repurchase relevant shares in accordance with paragraph (a) of this special resolution.
2. For the purposes of this special resolution, "Relevant Period" means the period from the passing of this special resolution until the earliest of:
3. 1. the conclusion of the next annual general meeting of the Company following the passing of this resolution;

1. the expiration of the 12-month period following the passing of this resolution; or
2. the date on which the authority granted to the Board set out in this resolution is revoked or varied by a special resolution of the shareholders of the Company (the "Shareholders") at a general meeting, or a special resolution of Shareholders at their respective class meeting."

By Order of the Board

Sinopharm Group Co. Ltd.

Yu Qingming

Chairman

Shanghai, the PRC

5 May 2021

As at the date of this notice, the executive directors of the Company are Mr. Yu Qingming and Mr. Liu Yong; the non-executive directors of the Company are Mr. Chen Qiyu, Mr. Ma Ping, Mr. Hu Jianwei, Mr. Deng Jindong, Mr. Wen Deyong, Ms. Guan Xiaohui and Ms. Feng Rongli; and the independent non- executive directors of the Company are Mr. Zhuo Fumin, Mr. Chen Fangruo, Mr. Li Peiyu, Mr. Wu Tak Lung and Mr. Yu Weifeng.

Notes:

1. The register of members of the Company will be closed from Tuesday, 11 May 2021 to Thursday, 10 June 2021 (both days inclusive), during which period no transfer of Shares can be registered. The Domestic Shareholders whose names appear on the register of members of the Company on Tuesday, 11 May 2021 are entitled to attend and vote at the Domestic Shareholders' Class Meeting.
2. Shareholders who are entitled to attend and vote at the Domestic Shareholders' Class Meeting may appoint one or more proxies to attend and vote on their behalves. A proxy need not be a member of the Company.

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NOTICE OF THE DOMESTIC SHAREHOLDERS' CLASS MEETING

1. The instrument appointing a proxy must be in writing under the hand of a Shareholder or his attorney duly authorised in writing. If the Shareholder is a legal person, that instrument must be executed either under its seal or under the hand of its director or other attorney duly authorised to sign the same.
2. In order to be valid, the proxy form must be deposited to the Board Office of the Company in the PRC not less than 24 hours before the time appointed for holding the Domestic Shareholders' Class Meeting. If the proxy form is signed by a person under a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority shall be deposited at the same time as mentioned in the proxy form. Completion and return of the proxy form will not preclude Shareholders from attending and voting in person at the Domestic Shareholders' Class Meeting or any adjourned meetings should you so wish.
3. Domestic Shareholders shall produce their identity documents and supporting documents in respect of the shares of the Company held when attending the Domestic Shareholders' Class Meeting. If corporate Shareholders appoints authorised representative to attend the Domestic Shareholders' Class Meeting, the authorised representative shall produce his/her identity documents and a notarially certified copy of the relevant authorisation instrument signed by the board of directors or other authorised parties of the corporate Shareholders or other notarially certified documents allowed by the Company. Proxies shall produce their identity documents and the proxy form signed by the Shareholders or their attorney when attending the Domestic Shareholders' Class Meeting.
4. Reminders in relation to COVID-19 pandemic prevention and control: in the event that the prevention and control of COVID-19 pandemic continues at the time of the Domestic Shareholders' Class Meeting, in order to cooperate with the prevention and control of the pandemic so as to safeguard the health and safety of the Shareholders and the participants of the meeting, at the same time ensuring that the Shareholders may exercise their respective Shareholders' rights, the Company recommends Domestic Shareholders and their proxies intending to attend the Domestic Shareholders' Class Meeting to vote by completing and submitting form of proxy, i.e. to indicate how you wish your votes to be cast in the form of proxy for Domestic Shareholders' Class Meeting, and appoint the Chairman of the Domestic Shareholders' Class Meeting as your proxy to vote on your behalf at the meeting.
   In case the Domestic Shareholders or their proxies choose to attend the meeting in person, please comply with the policies and requirements of Shanghai regarding the prevention and control of COVID-19 pandemic. On the way to, from and at the venue of the Domestic Shareholders' Class Meeting, please adopt proper personal preventive work. Upon arrival at the venue of the Domestic Shareholders' Class Meeting, please follow the arrangement and guidance of the staff and cooperate with the pandemic prevention and control requirements including, among others, attendee registration, temperature check and wearing of masks.
5. The Domestic Shareholders' Class Meeting is expected to take for less than half a day. Shareholders attending the Domestic Shareholders' Class Meeting shall be responsible for their own travel and accommodation expenses.
6. Contact details of the Board Office of the Company in the PRC are as follows:

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