Medlive Technology Co., Ltd. — Proxy Solicitation & Information Statement 2011

Jul 14, 2011

THIS SUPPLEMENTAL CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt about this supplemental circular, you should obtain independent professional advice.

If you have sold or transferred all your Shares in HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED , you should at once hand this supplemental circular with the accompanying supplemental proxy form to the purchaser or transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

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

HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED 海信科龍電器股份有限公司

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

(Stock Code: 00921)

SUPPLEMENTAL CIRCULAR TO THE CIRCULAR DATED 7 JULY 2011 (1) PROPOSED APPOINTMENT OF DIRECTOR (2) PROPOSED CHANGES IN AUDITORS AND

(3) SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING

This supplemental circular should be read together with the circular of the Company dated 7 July 2011 for convening the EGM.

The notice of the EGM, the proxy form for use at the EGM and the relevant reply slip have been despatched by the Company and were also published on the websites of the Stock Exchange (http://www.hkexnews.hk) and the Company (http://www.kelon.com) on 10 June 2011. The further notice of the EGM pursuant to article 8.11 of the articles of association of the Company was published on the websites of the Stock Exchange and the Company on 11 July 2011. The supplemental notice of the EGM, notifying the convening of the EGM to be held as originally scheduled and adding ordinary resolutions in relation to the proposed appointment of director and proposed changes in auditors to the agenda of the EGM, is set out on pages 9 to 10 of this supplemental circular and is also published on the websites of the Stock Exchange and the Company.

A supplemental proxy form for use at the EGM is enclosed with this supplemental circular and is published on the websites of the Stock Exchange and the Company. If you are not able to attend the meeting in person, you are requested to complete and return the supplemental proxy form in accordance with the instructions printed thereon and to lodge the same with the Company’s branch share registrar in Hong Kong, Hong Kong Registrars Limited, at 17M/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 24 hours before the time fixed for holding the EGM or any adjournment thereof (as the case may be). Completion and delivery of the supplemental proxy form will not preclude you from attending and voting in person at the EGM or any adjournment thereof (as the case may be) if you so wish.

13 July 2011

CONTENTS

	Page
Definitions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
Letter from the Board. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
Supplemental notice of Extraordinary General Meeting . . . . . . . . . . . . . . . . . . . .	9

— i —

DEFINITIONS

In this supplemental circular, unless the context otherwise requires, the following expressions have the following meanings:

“Articles of Association”	the articles of association of the Company
“Board”	the board of directors of the Company
“China Accounting Standards”	China Accounting Standards for Business Enterprises
“Company”	Hisense Kelon Electrical Holdings Company Limited,
	a company incorporated in the PRC with limited
	liability, the shares of which are listed on the main
	board of the Stock Exchange and the Shenzhen Stock
	Exchange
“Director(s)”	the director(s) of the Company
“EGM”	The second 2011 extraordinary general meeting of the
	Company to be held at the conference room of the
	Company’s head office, Shunde District, Foshan City,
	Guangdong Province, the PRC on 1 August 2011 at
	2:00 p.m., to approve the resolutions set out in the
	Original Notice and the supplemental notice of the
	EGM set out on pages 9 to 10 of this supplemental
	circular
“Hong Kong”	Hong Kong Special Administrative Region of the
	People’s Republic of China
“Hong Kong Listing Rules”	the Rules Governing the Listing of Securities on the
	Hong Kong Stock Exchange
“Original Notice”	notice of the EGM dated 10 June 2011
“PRC”	the People’s Republic of China, which for the
	purposes of this supplemental circular only, excludes
	Hong Kong, the Macau Special Administrative Region
	of the People’s Republic of China and Taiwan

— 1 —

DEFINITIONS

“Share(s)” share(s) of a par value of RMB1.00 each in the capital of the Company, comprising the A shares and the H shares “Shareholder(s)” holder(s) of the Shares “Shenzhen Stock Exchange” The Shenzhen Stock Exchange “Stock Exchange” The Stock Exchange of Hong Kong Limited “RMB” Renminbi, the lawful currency of the PRC “%” per cent.

— 2 —

LETTER FROM THE BOARD

HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED 海信科龍電器股份有限公司

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

(Stock Code: 00921)

Directors:

Mr. Tang Ye Guo Ms. Yu Shu Min Mr. Lin Lan Ms. Liu Chun Xin Mr. Xiao Jian Lin

Registered office: No. 8 Ronggang Road Ronggui Street Shunde District Foshan City Guangdong Province PRC

Independent non-executive Directors:

Mr. Zhang Sheng Ping Mr. Cheung Yui Kai, Warren

Mr. Wang Ai Guo

Principal place of business in Hong Kong: Room 3101-05 Singga Commercial Centre No. 148 Connaught Road West Hong Kong

13 July 2011

To the Shareholders

Dear Sir or Madam,

SUPPLEMENTAL CIRCULAR TO THE CIRCULAR DATED 7 JULY 2011

(1) PROPOSED APPOINTMENT OF DIRECTOR

(2) PROPOSED CHANGES IN AUDITORS AND

(3) SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING

INTRODUCTION

The purpose of this supplemental circular is to provide you with further information regarding the proposed resolutions to be passed at the EGM in relation to appointment of Mr. Ren Li Ren as director of the Company and changes in auditors and the related matters.

— 3 —

LETTER FROM THE BOARD

I. PROPOSED APPOINTMENT OF DIRECTOR

As disclosed in the announcement of the Company dated 28 June 2011, the Board has nominated Mr. Ren Li Ren as a Director candidate for the seventh session of the Board, subject to the approval of the appointment by the Shareholders at the EGM by way of ordinary resolution. If Mr. Ren Li Ren is elected, his term of office will expire at the end of the seventh session of the Board.

Biography of Mr. Ren

Mr. Ren Li Ren, aged 46, has served successively as the assistant to the general manager and the vice general manager of Hisense Electric Co., Ltd, the assistant to the general manager of Qingdao Hisense Computer Co., Ltd., the general manager of Hisense (Beijing) Electrical Co., Ltd. and Hisense (Nanjing) Electrical Co., Ltd.. From June 2006 to July 2009, he acted as the assistant to the president of the Company. He was the general manager of Hisense RonShen (Yangzhou) Refrigerator Co., Ltd. and the vice general manager of Hisense RonShen (Guangdong) Refrigerator Co., Ltd. from November 2007 to August 2009. Mr. Ren has been the vice president of the Company since June 2009 and was appointed as the president of the Company with effect from 27 June 2011. He has also been the general manager of Guangdong Kelon Air-Conditioner Co., Ltd. since August 2009.

As disclosed in the announcement of the Company dated 10 June 2011 in relation to the amendments to the proposed terms of the first A share share option incentive scheme (the “ Scheme ”) and the proposed grant thereunder, share options for the subscription of 720,000 A shares of the Company (representing approximately 0.053% of the total issued share capital of the Company and approximately 0.080% of the total issued A shares of the Company as at the date hereof) are proposed to be granted to Mr. Ren under the Scheme. The Scheme shall be effective upon approval of the Scheme at the general meeting of the Company and the grant of share options and its effectiveness are also subject to the satisfaction of the conditions stipulated under the Scheme.

Save as disclosed above, Mr. Ren has not held any directorship in any other listed companies for the past three years nor any shares of the Company or any of its associated corporations within the meaning of Part XV of the Securities and Futures Ordinance. Save as disclosed above, Mr. Ren does not have any relationship with any directors, senior management, or substantial or controlling shareholders of the Company or its subsidiaries. During the term of his directorship, Mr. Ren will not receive any director’s remuneration from the Company, however, Mr. Ren will

— 4 —

LETTER FROM THE BOARD

receive basic annual emoluments not exceeding RMB800,000 (before taxation) as the president of the Company which was determined by the remuneration and appraisal committee of the Board after taking into consideration the scale of operation of the Company and the remuneration level of senior management members of other listed companies. Mr. Ren will stand for election as the director of the Company. If elected, Mr. Ren’s term of office will commence from the date of his appointment at the general meeting until the expiry of the term of the seventh session of the Board (that is, 25 June 2012).

Save as disclosed above, Mr. Ren confirms that there is no other matter that needs to be disclosed pursuant to Rules 13.51(2)(h) to 13.51(2)(v) of the Hong Kong Listing Rules nor any other matter that needs to be brought to the attention of the shareholders of the Company.

II. PROPOSED CHANGES IN AUDITORS

The Board has announced in the announcement dated 13 July 2011 that the Company intends to prepare only one set of financial statements for any financial period commencing on or after 1 January 2011 under China Accounting Standards and proposes to remove BDO CHINA LI XIN DA HUA Certified Public Accountants CO., LTD. (“LI XIN DA HUA”) and BDO Limited respectively as the domestic auditors and overseas auditors of the Company and appoint Crowe Horwath China Certified Public Accountants (LLP) (“CHCC”) as the auditors of the Company for the year 2011, in light of the acceptance by the Stock Exchange of matters in relation to the adoption of Mainland accounting and auditing standards and the appointment of Mainland audit firms.

According to the “Consultation Conclusions on Acceptance of Mainland Accounting and Auditing Standards and Mainland Audit Firms for Mainland Incorporated Companies Listed in Hong Kong” published by the Stock Exchange in December 2010 and the related amendments to the Hong Kong Listing Rules (“the Amended Listing Rules”), Mainland incorporated issuers listed in Hong Kong are allowed to prepare their financial statements in accordance with China Accounting Standards, and Mainland audit firms approved by the Ministry of Finance of China （中國財 政部 , “MOF”） and the Securities Regulatory Commission of China （中國證監會 , “CSRC”） are allowed to audit these financial statements in accordance with China Accounting Standards on Auditing （中國註冊會計師審計準則 , “China Auditing Standards”）.

— 5 —

LETTER FROM THE BOARD

With the implementation of the Amended Listing Rules in December 2010, which shall be effective for financial years ending on or after 15 December 2010, and the amendments to the articles of association which enable the Company to prepare its financial statements and financial reports in accordance with China Accounting Standards as considered and approved at the 2010 annual general meeting of the Company held on 27 June 2011, the Company will only be required to prepare one set of financial statements under China Accounting Standards and engage a Mainland China audit firm approved by MOF and CSRC to audit the financial statements in accordance with China Auditing Standards under the Amended Listing Rules and the amended articles of association of the Company for the purpose of fulfilling its statutory obligation and the periodic financial reporting requirements of the Amended Listing Rules. The Company intends to prepare only one set of financial statements under China Accounting Standards for any financial period commencing on or after 1 January 2011 and in view of such arrangement and in order to improve efficiency and to reduce the cost of disclosure, the Board of Directors of the Company proposes to remove BDO Limited as the overseas auditors of the Company. At the same time, in order to further reduce the audit expenses, the Board of Directors of the Company also proposes to remove LI XIN DA HUA as the domestic auditors of the Company and appoint CHCC as the auditors of the Company for the year 2011 for auditing the financial statements prepared by the Company under China Accounting Standards in accordance with China Auditing Standards and undertaking the role of international auditors in compliance with the Amended Listing Rules (including but not limited to the preliminary announcement on annual results and annual review of continuing connected transactions). Such proposals are subject to the approval by the shareholders of the Company at the second extraordinary general meeting in 2011 to be held on 1 August 2011 at 2:00 p.m. (“EGM”). CHCC is a firm of practicing accountants which has been approved by the MOF and the CSRC as eligible to provide auditing services by using China Accounting Standards to Mainland incorporated issuers for the financial years ended on or after 15 December 2010.

LI XIN DA HUA and BDO Limited will respectively be removed as domestic auditors and overseas auditors of the Company at the EGM. LI XIN DA HUA and BDO Limited respectively have confirmed that there were no matters regarding the proposed removal that need to be brought to the attention of the shareholders of the Company. The Board is not aware of any matter regarding the proposed removal that needs to be brought to the attention of the shareholders of the Company. The Board and the audit committee of the Company confirmed that there were no disagreement among the Company, LI XIN DA HUA and BDO Limited regarding the proposed removal.

— 6 —

LETTER FROM THE BOARD

The resolutions for the removal of LI XIN DA HUA and BDO Limited respectively as the domestic auditors and overseas auditors of the Company for the financial year of 2011;(ii) the appointment of CHCC as the auditors of the Company for the financial year of 2011 and to authorize the Board to fix their remuneration will be proposed at the EGM.

III. EXTRAORDINARY GENERAL MEETING

The EGM will be held as originally scheduled at the conference room of the Company’s head office at Shunde District, Foshan City, Guangdong Province, the PRC on 1 August 2011 at 2:00 p.m. at which ordinary resolutions will be proposed to, among other things, approve the appointment of director and changes in auditors by poll.

Notice of the EGM, the proxy form for use at the EGM and the relevant reply slip have been despatched by the Company on 10 June 2011 and are also published on the websites of the Stock Exchange (http://www.hkexnews.hk) and the Company (http://www.kelon.com). The supplemental notice of the EGM dated 13 July 2011 is enclosed with this supplemental circular, for the purpose of notifying the convening of the EGM to be held as originally scheduled and adding the ordinary resolutions in relation to proposed appointment of director and proposed changes in auditors to the agenda of the EGM. The special resolutions originally proposed to considered at the EGM and contained in the Original Notice remain unchanged. Please refer to the Original Notice for details of the other resolutions originally proposed to the EGM, closure of the register of members, eligibility for attending the EGM, registration procedures for attending the EGM, appointment of proxy and other relevant matters. A supplemental proxy form for use at the EGM is enclosed with this supplemental circular and published on the websites of the Stock Exchange and the Company. If you are not able to attend the meeting in person, you are requested to complete and return the supplemental proxy form in accordance with the instructions printed thereon and to lodge the same with the Company’s branch share registrar in Hong Kong, Hong Kong Registrars Limited, at 17M/F, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 24 hours before the time fixed for holding the EGM or any adjournment thereof (as the case may be). Completion and delivery of the supplemental proxy form will not preclude you from attending and voting in person at the EGM or any adjournment thereof (as the case may be) if you so wish.

The supplemental proxy form enclosed with this supplemental circular is intended to be used for the ordinary resolutions specified in the supplemental notice of the EGM. For special resolutions specified on the Original Notice, please use the proxy form dispatched together with the circular dated 10 June 2011.

— 7 —

LETTER FROM THE BOARD

In accordance with Article 8.27 of the Articles of Association, a poll may be demanded in any general meeting of the Company by:

• (a) the chairman of the meeting; or

• (b) at least two Shareholders with voting rights or their proxies or

• (c) one or more Shareholder(s) (including their proxies) representing, individually or in aggregate, 10% or more of all shares carrying the voting rights at the general meeting.

Pursuant to Rule 13.39(4) of the Hong Kong Listing Rules, all votes casted at the EGM must be taken by poll and it is contemplated that the chairman of the meeting will make such demand at the EGM and will announce the results of the poll in the manner prescribed under Rule 13.39(5) of the Hong Kong Listing Rules.

IV. RECOMMENDATIONS

The Directors consider that (1) the proposed appointment of Mr. Ren Li Ren as Director of the seventh session of the Board and (2) the proposed changes in auditors are in the interests of the Company and its Shareholders as a whole and are fair and reasonable. Accordingly, the Directors recommend the Shareholders to vote in favour of the relevant ordinary resolutions to be proposed at the EGM.

Yours faithfully,

By Order of the Board of

Hisense Kelon Electrical Holdings Company Limited Tang Ye Guo

Chairman

— 8 —

SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING

HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED 海信科龍電器股份有限公司

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

(Stock Code: 00921)

SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING

Reference is made to the circular of Hisense Kelon Electrical Holdings Company Limited (the “Company”) dated 7 July 2011 and the notice of the extraordinary general meeting dated 10 June 2011 and the further notice of the extraordinary general meeting dated 11 July 2011 (collectively, the “Notices”), which set out the venue of and the resolutions to be tabled for shareholders’ approval at the second extraordinary general meeting to be held on 1 August 2011 (the “EGM”).

The Company received a written request from Qingdao Hisense Air-conditioning Company Limited (“Hisense Air-conditioning”) on 13 July 2011. Hisense Air-conditioning, a substantial shareholder of the Company which holds 612,316,909 shares of the Company, being approximately 45.22% of the issued shares of the Company, requests that additional resolutions be tabled before the EGM for the Company’s shareholders’ consideration and approval.

SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the EGM will be held as originally scheduled at the conference room of the Company’s head office at Shunde District, Foshan City, Guangdong Province, the People’s Republic of China (the “PRC”) on 1 August 2011 at 2:00 p.m. to review and, if thought fit, pass the following as ordinary resolutions in addition to the resolutions set out in the Notices:

ORDINARY RESOLUTIONS

1. To consider and approve the appointment of Mr. Ren Li Ren as a director of the seventh session of the board of directors of the Company and to fix the level of emoluments to be received by Mr. Ren;

— 9 —

SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING

1. To consider and approve (i) the removal of BDO CHINA LI XIN DA HUA Certified Public Accountants CO., LTD. and BDO Limited respectively as the domestic auditors and overseas auditors of the Company for the financial year of 2011; (ii) the appointment of Crowe Horwath China Certified Public Accountants (LLP) as the auditors of the Company for the financial year of 2011 and to authorize the board of directors to fix their remuneration.

Save and except the addition of the above two resolutions, no amendment has been made as to other information set out in the Notices.

By order of the Board of Hisense Kelon Electrical Holdings Company Limited Tang Ye Guo Chairman

Foshan City, Guangdong, the PRC, 13 July 2011

Notes:

1. Details of the ordinary resolutions mentioned above are set out in the supplemental circular of the Company dated 13 July 2011 (the “ Supplemental Circular ”).

2. A supplemental proxy form in respect of the said ordinary resolution is enclosed with the Supplemental Circular.

3. Please refer to the notice of EGM of the Company dated 10 June 2011 for details of the other resolutions to be proposed at the EGM, closure of register of members, eligibility for attending the EGM, registration procedures for attending the EGM, appointment of proxy and other relevant matters.

As at the date of this notice, the Company’s directors are Mr. Tang Ye Guo, Ms. Yu Shu Min, Mr. Lin Lan, Mr. Xiao Jian Lin and Ms. Liu Chun Xin; and the Company’s independent non-executive directors are Mr. Zhang Sheng Ping, Mr. Cheung Yui Kai, Warren and Mr. Wang Ai Guo.

The English version of the proposed resolutions as set out in this notice is for reference only and if there is any conflict between the English and the Chinese versions, the Chinese version shall prevail.

— 10 —