3SBio Inc. — Board/Management Information 2019

Oct 8, 2019

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

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(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1530)

(1) CHANGE OF DIRECTORS

(2) CHANGE OF COMPOSITION OF BOARD COMMITTEES AND

(3) CHANGE OF JOINT COMPANY SECRETARY AND AUTHORISED REPRESENTATIVE

The Board announces that with effect from 8 October 2019:

1. Mr. Wang Steven Dasong has resigned as a non-executive Director and Mr. Wang Rui has resigned as an independent non-executive Director, the chairman of the Remuneration Committee and a member of each of the Audit Committee and the Nomination Committee due to their respective decisions to devote more time to their personal endeavours;

2. Dr. Wong Lap Yan has been appointed as an independent non-executive Director, the chairman of the Remuneration Committee and a member of each of the Audit Committee and the Nomination Committee;

3. Ms. Liu Yanli has resigned as a joint company secretary of the Company and ceased to act as an Authorised Representative under the Listing Rules due to her other business engagement and roles within the Group; and

4. Ms. Leung Suet Wing, the other joint company secretary of the Company, has been appointed as an Authorised Representative under the Listing Rules.

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RESIGNATION OF DIRECTORS

The board (the “ Board ”) of directors (the “ Directors ”) of 3SBio Inc. (the “ Company ”, together with its subsidiaries, the “ Group ”) announces that with effect from 8 October 2019, Mr. Wang Steven Dasong (“ Mr. Wang Dasong ”) has resigned as a non-executive Director and Mr. Wang Rui (“ Mr. Wang Rui ”) has resigned as an independent non-executive Director, the chairman of the remuneration committee (the “ Remuneration Committee ”) and a member of each of the audit committee (the “ Audit Committee ”) and the nomination committee (the “ Nomination Committee ”) of the Company due to their respective decisions to devote more time to their personal endeavours.

Each of Mr. Wang Dasong and Mr. Wang Rui has confirmed that he has no disagreement with the Board and there are no matters in respect of his resignation that need to be brought to the attention of the shareholders of the Company (the “ Shareholders ”) or The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”). The Board would like to express its gratitude for the contributions of Mr. Wang Dasong and Mr. Wang Rui to the Company during their tenure of service as Directors.

APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The Board is pleased to announce that with effect from 8 October 2019, Dr. Wong Lap Yan (“ Dr. Wong ”) has been appointed as an independent non-executive Director, the chairman of the Remuneration Committee and a member of each of the Audit Committee and Nomination Committee.

The biographical details of Dr. Wong are as follows:

Dr. Wong Lap Yan, aged 48, is a Chartered Biologist and Fellow of the Royal Society of Biology and a Chartered Scientist of the Science Council of the United Kingdom. Dr. Wong has over 20 years of work experience with various highly respectable healthcare and biopharmaceutical companies, genetic services providers and academia in biology, including conducting antibody cancer research in translational oncology at Genentech Inc. (formerly listed on NYSE: DNA and now a subsidiary of Roche), research in pharmacokinetics and drug metabolism at Amgen Inc. (listed on NASDAQ: AMGN) and pharmaceutical research at SRI International (a scientific research institute established by the trustees of Stanford University) in the United States. His research work has contributed to the discovery, research and development of cancer target therapy drugs, including Bevacizumab (Avastin) and Vemurafenib (Zelboraf), which are medication used to treat different types of cancers and specific eye diseases. He has published numerous medical research articles and abstracts in journals on different topics, including cancer and nutritional science, which have been cited extensively by peer scientists and researchers.

Dr. Wong has also served as a Postdoctoral Fellow at the Faculty of Medicine at The University of Hong Kong and as a Chief Executive Officer of a biotechnology company in Hong Kong. Dr. Wong is now the Chief Scientific Officer and Principal Scientist of Alom Intelligence Limited that offers deep learning technology and analytical solutions relating to healthcare and financial data, and a director and founder of Cannan Biotech Limited that offers personal genetic technology consultancy services.

Dr. Wong obtained his Bachelor of Science in Human Biology from the University of Toronto, Canada and Doctor of Philosophy in Biological Sciences from The University of Hong Kong.

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Save as disclosed in this announcement, Dr. Wong (i) does not hold any directorships in other public companies which securities are listed on any securities market in Hong Kong or overseas in the past three years; (ii) does not hold any other positions in the Company or any of its subsidiaries; (iii) does not have any relationship with any other Directors, senior management or substantial or controlling shareholders of the Company; and (iv) does not have other major appointments or professional qualifications.

Dr. Wong has entered into an appointment letter with the Company as an independent nonexecutive Director for a term of three years commencing from 8 October 2019, which shall be automatically renewed and may be terminated by either the Company or Dr. Wong by giving three months’ written notice or otherwise in accordance with the terms of the appointment letter. According to the articles of association of the Company (the “ Articles of Association ”), Dr. Wong shall retire from office and be eligible for re-election in accordance with the Articles of Association.

Under the appointment letter entered between the Company and Dr. Wong, Dr. Wong is entitled to a remuneration of HK$300,000 per annum, payable quarterly in arrears from the date of his appointment. The remuneration of Dr. Wong was determined having considered Dr. Wong’s expected contribution to the Company in terms of time, effort and his expertise, and with reference to the level of remuneration of the other independent non-executive Directors.

As at the date of this announcement, Dr. Wong does not have, and/or is not deemed to have, any interests or short positions in any shares, underlying shares or debentures of the Company or its associated corporations (as defined under Part XV of the Securities and Futures Ordinance, Chapter 571 of the Laws of Hong Kong).

Dr. Wong has confirmed that he meets the independence criteria as set out in Rule 3.13 of the Listing Rules. Save as disclosed above, there are no other matters concerning Dr. Wong’s appointment that need to be brought to the attention of the Shareholders nor is there any information that is required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules.

The Board would like to take this opportunity to welcome Dr. Wong for joining the Board.

CHANGE OF COMPOSITION OF BOARD COMMITTEES

Following the resignation of Mr. Wang Rui and the appointment of Dr. Wong as an independent non-executive Director, Dr. Wong has been appointed as the chairman of the Remuneration Committee and a member of each of the Audit Committee and Nomination Committee.

In light of the above, the compositions of the Audit Committee, the Nomination Committee and the Remuneration Committee will be as follows:

Audit Committee

With effect from 8 October 2019, the Audit Committee shall comprise Mr. Pu Tianruo (as chairman), Mr. Huang Bin and Dr. Wong Lap Yan.

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Nomination Committee

With effect from 8 October 2019, the Nomination Committee shall comprise Dr. Lou Jing (as chairman), Mr. Pu Tianruo and Dr. Wong Lap Yan.

Remuneration Committee

With effect from 8 October 2019, the Remuneration Committee shall comprise Dr. Wong Lap Yan (as chairman), Mr. Liu Dong and Mr. Pu Tianruo.

RESIGNATION OF JOINT COMPANY SECRETARY AND AUTHORISED REPRESENTATIVE UNDER THE LISTING RULES

The Board further announces that with effect from 8 October 2019, Ms. Liu Yanli (“ Ms. Liu ”) has resigned as a joint company secretary of the Company and ceased to act as an authorised representative of the Company (“ Authorised Representative ”) under Rule 3.05 of the Listing Rules due to her other business engagement and roles within the Group.

Ms. Liu has confirmed that she has no disagreement with the Board and that there are no matters in respect of her resignation that need to be brought to the attention of the Shareholders or the Stock Exchange. The Board would like to express its sincere appreciation to Ms. Liu for her valuable contribution to the Company during her term of service as a joint company secretary of the Company.

APPOINTMENT OF AUTHORISED REPRESENTATIVE UNDER THE LISTING RULES

The Board is pleased to announce that with effect from 8 October 2019, Ms. Leung Suet Wing (“ Ms. Leung ”), the other joint company secretary of the Company, has been appointed as the Authorised Representative under the Listing Rules.

The biographical details of Ms. Leung are as follows:

Ms. Leung is a joint company secretary of the Company appointed on 20 August 2018 and an assistant manager of TMF Hong Kong Limited, which is a corporate secretarial services provider. She has over 8 years of professional experience in the company secretarial field. She is a member of the Hong Kong Institute of Chartered Secretaries and the Institute of Chartered Secretaries and Administrators in the United Kingdom.

Upon Ms. Liu’s resignation as a joint company secretary with effect from 8 October 2019, Ms. Leung has become the sole company secretary of the Company.

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The Board would like to welcome Ms. Leung on her appointment as an Authorised Representative under the Listing Rules.

By order of the Board 3SBio Inc. Dr. LOU Jing Chairman

Shenyang, the PRC 8 October 2019

As at the date of this announcement, the Directors of the Company are Dr. LOU Jing, Mr. Tan Bo and Ms. SU Dongmei as executive Directors; Mr. HUANG Bin and Mr. LIU Dong as non-executive Directors; and Mr. PU Tianruo, Mr. David Ross PARKINSON and Dr. WONG Lap Yan as independent non-executive Directors.

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