AI assistant
3SBio Inc. — Proxy Solicitation & Information Statement 2026
Apr 1, 2026
49981_rns_2026-04-01_4ec794f9-7632-4a39-bab8-14fd426c2975.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
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.

三生制药
3SBIO INC.
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1530)
NOTICE OF THE EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the extraordinary general meeting (the “Extraordinary General Meeting”) of 3SBio Inc. (the “Company”) will be held at No. 3 A1, Road 10, Shenyang Economy and Technology Development Zone, Shenyang, People’s Republic of China on 23 April 2026 at 10:00 a.m. for the following purposes:
AS ORDINARY RESOLUTION
1. “THAT:
(a) the conditional special dividend out of the share premium account of the Company to be implemented by way of distribution in specie (the “Distribution”) of all the issued shares of Mandi Inc. (the “Mandi Shares”) held by the Company immediately before the completion of the Proposed Spin-off, to the Qualifying Shareholders (as defined in the circular to the shareholders of the Company dated 1 April 2026 (the “Circular”)), be and is hereby declared and approved; and
(b) the directors of the Company be and are hereby authorized to do all such acts and things as they consider necessary, appropriate, desirable or expedient for the purposes of approving, implementing and/or giving effect to the Distribution in such manner and on such terms as they consider appropriate, including but not limited to, the determination of the exact number of Mandi Shares to be distributed pursuant to the Distribution, calculation of the basis for the Distribution, determination of the mechanism and manner of the transfer or distribution of the Mandi Shares, fixing, re-fixing or making any variations to the Record Date (as defined in the Circular) and any other aspects of the Distribution and the execution, amendment, supplement,
delivery and implementation of any documents, agreements and deeds as they may deem fit in compliance with the legal and regulatory requirements and in the interests of the Company.”
By order of the Board
3SBio Inc.
Dr. LOU Jing
Chairman
Shenyang, the People’s Republic of China
1 April 2026
Registered office (in the Cayman Islands):
Cricket Square, Hutchins Drive
PO Box 2681
Grand Cayman, KY1-1111
Cayman Islands
Principal place of business in Hong Kong:
Room 1918, 19/F
Lee Garden One, 33 Hysan Avenue
Causeway Bay
Hong Kong
Head office:
No. 3 A1, Road 10
Shenyang Economy and Technology Development Zone
Shenyang
People’s Republic of China
Notes:
(i) A shareholder who is the holder of two or more shares may appoint one or more proxies to attend, speak and vote in his/her stead. The proxy does not need to be a shareholder of the Company. For the avoidance of doubt, holders of treasury Shares of the Company, if any, shall abstain from voting at the Extraordinary General Meeting.
(ii) Where there are joint registered holders of any shares, any one of such persons may vote at the above meeting (or at any adjournment of it), either personally or by proxy, in respect of such shares as if he/she were solely entitled thereto but the vote of the senior holder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holders and, for this purpose, seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the relevant joint holding.
(iii) In order to be valid, the completed form of proxy, must be deposited at the Hong Kong share registrar 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 certified copy of that power of attorney or authority (such certification to be made by either a notary public or a solicitor qualified to practice in Hong Kong), at least 48 hours before the time appointed for holding the above meeting or any adjournment thereof (as the case may be). 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 and in such event, the instrument appointing a proxy shall be deemed to be revoked.
(iv) The register of members of the Company will be closed from Monday, 20 April 2026 to Thursday, 23 April 2026, both days inclusive, in order to determine the eligibility of shareholders to attend the Extraordinary General Meeting, during which period no share transfers will be registered. To be eligible to attend the Extraordinary General Meeting, all properly completed transfer forms accompanied by the relevant share certificates must be lodged for registration with the Hong Kong 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 not later than 4:30 p.m. on Friday, 17 April 2026.
(v) Pursuant to Rule 13.39(4) of the Listing Rules and Article 66(1) of the Article of Association of the Company, voting for the resolution set out in this notice will be taken by poll at the Extraordinary General Meeting.
As at the date of this announcement, the Board comprises Dr. LOU Jing and Ms. SU Dongmei as executive Directors; Ms. ZHANG Jiaoe as non-executive Director; and Mr. PU Tianruo, Ms. YANG, Hoi Ti Heidi and Mr. NG, Joo Yeow Gerry as independent non-executive Directors.
3