Livzon Pharmaceutical Group Inc. — Proxy Solicitation & Information Statement 2020

Apr 8, 2020

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(a joint stock company incorporated in the People’s Republic of China with limited liability) (Stock code: 1513)

Proxy Form for the Annual General Meeting for the Year 2019 to be held on Monday, 25 May 2020

I/We (Note 1) of being the registered holder(s) of a total of (Note 2) A Shares/H Shares in the issued share capital of 麗珠醫藥集團股份有限公司 Livzon Pharmaceutical Group Inc.* (the “ Company ”), hereby appoint the Chairman of the meeting or of to act as my/our proxy (Note 3) to attend and vote for me/us and on my/our behalf at the Company’s Annual General Meeting for the Year 2019 (the “ Annual General Meeting ”) (and any adjournment thereof) to be held at the Conference Room on the 3rd Floor of Headquarters Building, 38 Chuangye North Road, Jinwan District, Zhuhai, Guangdong Province, China at 2:00 p.m. on Monday, 25 May 2020, in accordance with the instructions indicated below.

(Note 4) Please tick in the appropriate box to indicate how you wish to vote .

	Ordinary Resolutions	For	Against	Abstain
1.	To consider and approve the work report of the Board of the Companyfor theyear 2019.
2.	To consider and approve the work report of the Supervisory Committee of the
	Companyfor theyear 2019.
3.	To consider and approve the financial accounts report of the Companyfor theyear 2019.
4.	To consider and approve the 2019 annual report of麗珠醫藥集團股份有限公司
	Livzon Pharmaceutical GroupInc*.
5.	To consider and approve the reappointment of Grant Thornton (Special General
	Partnership) as the auditor of the Company for the year 2020 and fix its
	remuneration.
6.	To consider and approve the alteration to certain projects invested with proceeds
	and adjustment to investment plan and utilisation of part of proceeds for permanent
	replenishment of workingcapital.
	Special Resolutions
7.	To consider and approve the 2019 Annual Profit Distribution Plan of the Company.
8.	To consider and approve the Company’s facility financing and provision of financing
	guarantees to its subsidiaries.
9.	To consider and approve the Company’s provision of financing guarantees to its
	controllingsubsidiaryLivzon MAB.
10.	To consider and approve the grant of general mandate to the Board for issuing of
	shares.
11.	To consider and approve the renewal of the Repurchase of Part of the Public Shares
	Scheme:
	(A)thepurpose of the share repurchase;
	(B)theprice range of shares to be repurchased;
	(C)the type,number andpercentage of shares to be repurchased;
	(D)the aggregate amount of funds used for the repurchase and the source of funds;
	(E)the share repurchaseperiod;
	(F)the validity period of the resolution on the share repurchase;
	(G) specific authorization for the board of directors to handle matters relating to this
	share repurchase.

(Note 5) Signature :

Date:

• For identification purpose only

Notes:

1. Please insert the full name(s) and registered address(es) in BLOCK CAPITALS .

2. Please delete as appropriate for the class of share(s), and insert the number of share(s) registered under your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the numbers and classes of shares of the Company registered under your name(s). If more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.

3. If any proxy other than the Chairman is preferred, strike out “the Chairman of the meeting” and insert the name and address of the proxy desired in the space provided. Any shareholder of the Company entitled to attend and vote at the Annual General Meeting is entitled to appoint one or more persons as his proxy to attend and vote in his stead. The proxy need not be a shareholder of the Company.

4. IMPORTANT: If you wish to vote for a resolution, please tick in the box marked “For”. If you wish to vote against a resolution, please tick in the box marked “Against”. If you wish to abstain from voting on a resolution, please tick in the box marked “Abstain”. If no direction is given, your proxy may vote or abstain as he/she thinks fit. Save as otherwise indicated in this proxy form by you, your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the meeting other than those referred to in the notice convening the Annual General Meeting. Any abstain vote will be counted in the calculation of the required majority. Where any shareholder is, under the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited, required to abstain from voting on any particular resolution or restricted to vote only for or only against any particular resolution, any votes cast by or on behalf of such shareholder in contravention of such requirement or restriction shall not be counted.

5. This proxy form must be signed by the shareholder or his/her/its attorney duly authorised in writing. Where the shareholder is a legal person, the proxy form should be executed under its common seal or under the hand of its director or a legal representative or an attorney duly authorised to sign the same. If the proxy form is signed by an authorised person, the power of attorney or other documents of authorisation must be notarised. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

6. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted by the Company to the exclusion of the votes any other joint holder(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.

7. To be valid, this proxy form and the notarised power of attorney or other documents of authorisation (if any) must be delivered to the Secretariat of the Board at Headquarters Building, 38 Chuangye North Road, Jinwan District, Zhuhai, Guangdong Province, China (postal code: 519090) (for A Shareholders) or the H Share Registrar of the Company, Tricor Investor Services Limited (for H Shareholders) of Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 24 hours before the holding of the Annual General Meeting.

8. Completion and return of the proxy form will not preclude you from attending and voting at the Annual General Meeting and any adjournment thereof in person, and in such event, this proxy form shall be deemed to be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

“Personal Data”in this statement has the same meaning as “personal data” defined in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (“ PDPO ”), which include your and your proxy’s name and address. Your supply of the Personal Data is on a voluntary basis and for the purpose of processing your instructions as stated in this Proxy Form (the “ Purposes ”). If you fail to supply sufficient information, the Company may not be able to process your instructions. The Company may disclose or transfer the Personal Data to its subsidiaries, its Share Registrar and/or third party service provider who provides administrative, computer and other services to the Company for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. The Personal Data will be retained for such period as may be necessary to fulfil the Purposes (including for verification and record purposes). Request for access to and/or correction of the Personal Data can be made in accordance with the provisions of the PDPO and any such request should be in writing and sent to the Privacy Compliance Officer of Tricor Investor Services Limited at the above address.