Livzon Pharmaceutical Group Inc. — Proxy Solicitation & Information Statement 2015

Oct 22, 2015

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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INDICATIVE ANNOUNCEMENT ON THE CONVENING OF THE 2015 SECOND EXTRAORDINARY GENERAL MEETING

The Company and all the members of the board of directors confirm that all the information contained in this announcement is true, accurate and complete and that there is no false and misleading statement or material omission in this announcement.

Reference is made to the announcement of 麗珠醫藥集團股份有限公司 Livzon Pharmaceutical Group Inc.* (the “ Company ”) dated 25 September 2015 and circular of the Company dated 22 October 2015 in relation to, among other things, the notice of the 2015 second extraordinary general meeting.

The Article 80 of the Articles of Association of the Company (the “ Articles of Association ”) regulates that the Company shall calculate the number of voting shares represented by the shareholders intending to attend the shareholders’ general meeting based upon the written replies received 20 days prior to the shareholders’ general meeting. Where the number of voting shares held by shareholders intending to attend the shareholders’ general meeting does not reach one half of the total number of voting shares of the Company, the Company shall issue an announcement or use other means of communication as prescribed in these Articles of Association, to notify the shareholders of the matters to be discussed at the shareholders’ general meeting and the place, date and time of the meeting within 5 days. The Company may convene the shareholders’ general meeting after such announcement has been made.

As calculated by the Company based on written replies received by 20 days prior to the convening of the

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2015 second extraordinary general meeting, the number of voting shares represented by shareholders who have indicated they will attend the 2015 second extraordinary general meeting has not exceeded 50% of the total number of voting shares of the Company. In accordance with Article 80 of the Articles of Association, the Company hereby announces as a reminder details of the 2015 second extraordinary general meeting as follows:

• I. Time: 2 p.m. on Wednesday, 11 November 2015.

• II. Venue: Conference Room on the 2nd Floor of Livzon Building, 132 Guihua North Road, Gongbei, Zhuhai, Guangdong Province, China.

• III. Matters to be considered:

  • (1) Ordinary Resolutions

    1. To consider and approve the change of the registered address of the Company.

    2. To consider and approve the revision of annual caps of 2015 and 2016 for continuing connected transactions between the Company and Joincare.

  • (2) Special Resolutions

    1. To consider and approve the amendments to the articles of association of Livzon Pharmaceutical Group Inc.*.

    2. To consider and approve the amendments to the Rules and Procedures for General Meetings of Livzon Pharmaceutical Group Inc.*.

    3. To consider and approve the amendments to the Rules and Procedures for Board Meetings of Livzon Pharmaceutical Group Inc.*.

    4. To consider and approve the amendments to the Rules and Procedures for Supervisory Committee Meetings of Livzon Pharmaceutical Group Inc.*.

    5. To consider and approve Livzon Pharmaceutical Group Inc.’s Shareholders’ Return Plan for the Coming Three Years (2015-2017).

By order of the Board

麗珠醫藥集團股份有限公司

Livzon Pharmaceutical Group Inc.[＊]

Yang Liang

Company Secretary

Zhuhai, China

22 October 2015

A s at the date of this announcement, the Executive Directors of the Company are Mr. Tao Desheng (Vice Chairman and President), Mr. Fu Daotian (Vice President) and Mr. Yang Daihong (Vice President); the Non-Executive Directors of the Company are Mr. Zhu Baoguo (Chairman), Mr. Qiu Qingfeng and Mr. Zhong Shan; and the Independent Non-Executive Directors of the Company are Mr. Xu Yanjun, Mr. Guo Guoqing, Mr. Wang Xiaojun, Mr. Zheng Zhihua and Mr. Xie Yun.

* For identification purpose only

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