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Lepu Biopharma Co., Ltd. — Proxy Solicitation & Information Statement 2025
Jun 6, 2025
50407_rns_2025-06-06_222c92e0-7d53-4fee-a9ff-95de51c63f6f.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.
乐普生物
LEPU BIOPHARMA
LEPU BIOPHARMA CO., LTD.
樂普生物科技股份有限公司
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2157)
NOTICE OF THE 2024 ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the 2024 annual general meeting (the "AGM") of Lepu Biopharma Co., Ltd. (the "Company") will be held at 5/F, United Centre, 95 Queensway, Admiralty, Hong Kong on Friday, June 27, 2025 at 10:30 a.m. for the following purposes:
ORDINARY RESOLUTIONS
- To consider and approve the resolution on the report of the Board of Directors of the Company for the year 2024.
- To consider and approve the resolution on the report of the Board of Supervisors of the Company for the year 2024.
- To consider and approve the resolution on the annual report of the Group for the year 2024.
- To consider and approve the resolution on the financial accounts report of the Group for the year 2024.
- To consider and approve the resolution on the financial budget of the Group for the year 2025.
- To consider and approve the resolution on the annual profit distribution plan of the Company for the year 2024.
- To consider and approve the re-appointment of Ernst & Young as the auditor of the Company for 2025, for a term commencing from the date of approval at the AGM until the conclusion of the 2025 annual general meeting of the Company, and authorize the Board to determine the specific matters in relation to such re-appointment, including but not limited to their remunerations.
- To consider and approve the proposed appointment of non-executive director.
SPECIAL RESOLUTION
- To consider and approve the resolution on the grant of a general mandate to the Board to issue, allot and deal with additional Shares.
Details of the above resolutions are set out in the circular of the Company to be published on June 6, 2025 in relation to the AGM. Unless otherwise indicated, capitalized terms used in this notice shall have the same meanings as those defined in the circular.
By order of the Board
Lepu Biopharma Co., Ltd.
Dr. Pu Zhongjie
Chairman of the Board and Executive Director
Shanghai, the PRC
June 6, 2025
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Notes:
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All resolutions at the AGM 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 respective websites of the Company at www.lepubiopharma.com and The Stock Exchange of Hong Kong Limited at www.hkexnews.hk after the AGM.
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Any shareholder entitled to attend and vote at the AGM 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.
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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 Company's head office and principal place of business in the PRC, at No. 651, Lianheng Road, Minhang District, Shanghai, the PRC (for holders of Domestic Shares) or the H Share registrar of the Company in Hong Kong, 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 time fixed for holding the AGM (i.e. before 10:30 a.m. on Thursday, June 26, 2025) or any adjourned meeting thereof. Completion and return of the form of proxy will not preclude a shareholder from attending and voting at the AGM or any adjourned meeting thereof should he/she so wish.
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For the purpose of determining the list of H Shareholders who are entitled to attend the AGM, the register of members of the Company will be closed from Tuesday, June 24, 2025 to Friday, June 27, 2025, both days inclusive, during which period no transfer of shares will be registered. The record date for determining the identity of the H Shareholders who are entitled to attend and vote at the AGM will be June 27, 2025. In order to be eligible to attend and vote at the AGM, unregistered holders of H Shares shall ensure all properly completed transfer documents accompanied by the relevant share certificates must be lodged with the Company's H share registrar in Hong Kong, 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 Monday, June 23, 2025 for registration.
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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.
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Shareholders who attend the meeting in person or by proxy shall bear their own travelling and accommodation expenses.
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A shareholder or his/her proxy should produce proof of identity when attending the AGM.
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The contact details of the above meeting are:
The Office of the Board of Lepu Biopharma Co., Ltd.
Address: No. 651, Lianheng Road, Minhang District, Shanghai, PRC
Phone: +86 10 8012 3991
Email: [email protected]
- All dates and time in this notice refer to Hong Kong dates and time.
As at the date of this notice, the Board comprises Dr. Pu Zhongjie (Chairman) and Dr. Sui Ziye (Chief Executive Officer) as executive Directors; Mr. Yang Hongbing and Ms. Pu Jue as non-executive Directors; and Mr. Zhou Demin, Mr. Yang Haifeng and Mr. Fengmao Hua as independent non-executive Directors.