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CanSino Biologics Inc. Proxy Solicitation & Information Statement 2021

Aug 25, 2021

50992_rns_2021-08-25_6aaeff2c-7aa0-46bc-b9da-9999d557a714.pdf

Proxy Solicitation & Information Statement

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

CanSino Biologics Inc. 康希諾生物股份公司

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

(Stock code: 6185)

NOTICE OF THE 2021 FIRST CLASS MEETING OF H SHAREHOLDERS

NOTICE IS HEREBY GIVEN THAT the 2021 first class meeting of holders of H shares (the “ Class Meeting of H Shareholders ”) of CanSino Biologics Inc. (the “ Company ”) will be held at No. 3 Ballroom, 2nd Floor, Shangri-La Hotel Tianjin, No. 328 Haihe East Road, Hedong District, Tianjin, the People’s Republic of China on Friday, September 10, 2021 immediately after the conclusion of the 2021 second extraordinary general meeting of the Company (or any adjournment thereof) for the following purposes.

SPECIAL RESOLUTIONS

  • 1 To consider and approve the proposed adoption of the 2021 Restricted Share Incentive Scheme of the Company and a specific mandate to allot and issue restricted shares to the participants of the scheme;

  • 2 To consider and approve the proposed adoption of the Management Measures for Assessment for the Implementation of the 2021 Restricted Share Incentive Scheme; and

  • 3 To consider and approve the proposed authorization to the board of directors of the Company to deal with matters relating to the 2021 Restricted Share Incentive Scheme.

For and on behalf of the Board CanSino Biologics Inc. Xuefeng YU

Chairman

Hong Kong, August 26, 2021

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Notes:

  1. All resolutions at the Class Meeting of H Shareholders will be taken by poll (except where the chairman decides to allow a resolution relating to a procedural or administrative matter to be voted on by a show of hands) pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. The results of the poll will be published on the websites of the Company at www.cansinotech.com and Hong Kong Exchanges and Clearing Limited at www.hkexnews.hk after the Class Meeting of H Shareholders.

  2. Any shareholder entitled to attend and vote at the Class Meeting of H Shareholders convened by the above notice is entitled to appoint one or more proxies to attend and vote instead of him/her. A proxy need not be a shareholder of the Company.

  3. In order to be valid, the instrument appointing a proxy together with the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power of attorney or authority, must be completed and returned 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 (for holders of H shares), at least 24 hours before the 2021 second extraordinary general meeting of the Company (i.e. not later than 2:00 p.m. on Thursday, September 9, 2021) or any adjourned meeting thereof. Completion and return of the form of proxy will not preclude a shareholder from attending and voting at the Class Meeting of H Shareholders or any adjourned meeting thereof should he/she so wish.

  4. For the purpose of determining the list of holders of H shares who are entitled to attend the Class Meeting of H Shareholders, the H share register of members of the Company will be closed from Wednesday, September 8, 2021 to Friday, September 10, 2021, both days inclusive, during which period no transfer of H shares will be registered. In order to be eligible to attend and vote at the Class Meeting of H Shareholders, unregistered holders of the shares shall ensure all transfer documents accompanied by the relevant share certificates must be lodged with the Company’s H share registrar, 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 Tuesday, September 7, 2021 for registration.

  5. In case of joint shareholders, the vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(s) and for this purpose, seniority will be determined by the order in which the names stand in the register of members of the Company in respect of the joint shareholding.

  6. Shareholders who attend the meeting in person or by proxy shall bear their own travelling and accommodation expenses.

  7. A shareholder or his/her proxy should produce proof of identity when attending the Class Meeting of H Shareholders.

  8. References to date and time in this notice are to Hong Kong dates and time.

As of the date of this notice, the Board of Directors comprises Dr. Xuefeng YU, Dr. Shou Bai CHAO, Dr. Tao ZHU and Dr. Dongxu QIU as executive Directors, Mr. Qiang XU, Mr. Liang LIN, Ms. Nisa Bernice Wing-Yu LEUNG and Mr. Zhi XIAO as non-executive Directors, and Mr. Shiu Kwan Danny WAI, Ms. Zhu XIN, Mr. Shuifa GUI and Mr. Jianzhong LIU as independent non-executive Directors.

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