Medlive Technology Co., Ltd. — Proxy Solicitation & Information Statement 2024

Jun 11, 2024

海信家電

HISENSE HOME APPLIANCES GROUP CO., LTD. 海信家電集團股份有限公司

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

(Stock Code: 00921)

REVISED PROXY FORM FOR USE AT THE ANNUAL GENERAL MEETING TO BE HELD ON 24 JUNE 2024

The number of H shares to which this proxy form relates: (Note 1)

I/We (Note 2)

of

being the registered holder(s) of H shares (Note 3) Group Co., Ltd. (the “ Company ”), hereby appoint the chairman of the annual general meeting of the Company or

H shares (Note 3) in Hisense Home Appliances

(Note 4)

asadjournmentmy/our proxyof suchor proxiesmeeting)to (theattend,“ AGM and”)voteto beforheldme/usat theandconferenceon my/ourroombehalfofatHisensethe 2023Internationalannual generalCentremeeting, No.88ofHongthe CompanyKong East(orRoad,any theQingdaofit, passingsupplementalCity,theShandongordinarynotice resolutionsofProvince,the AGMtheanddatedPeople’sspecial11 JuneRepublicresolutions2024of(theasChinaset“ Supplemental outat 3:00in thep.m.noticeon Notice 24conveningJune”) and2024atthetheforAGMAGMthe datedpurpose(or 3atJuneofanyconsidering2024adjournment(the and“ Notice thereof)if thought”) andto vote on the following resolutions as indicated. Failure to complete the boxes will entitle my/our proxy or proxies to vote at his/her discretion:

		By way of non-cumulative voting (ordinary resolutions)	FOR (Note 5)	AGAINST (Note 5)	ABSTAIN (Note 5)
	1.	To consider and approve the report of the board of directors of the
		Company (the “Board”) for the year ended 31 December 2023.
	2.	To consider and approve the report of the supervisory committee of the
		Company for the year ended 31 December 2023.
	3.	To consider and approve the 2023 annual report of the Company and
		its summary.
	4.	To consider and approve the audited consolidated financial statements
		of the Company and its subsidiaries for the year ended 31 December
		2023.
	5.	To consider and approve the profit distribution proposal of the
		Company for the year ended 31 December 2023.
	6.	To consider and approve the re-appointment of ShineWing Certified
		Public Accountants LLP as the auditor of the Company for the ensuing
		year and to authorise the Board to fix its remuneration.
	7.	To consider and approve the Company’s Special Report on the
		Commencement of Foreign Exchange Derivatives Business for the year
		2024.
	8.	To consider and approve the resolution on entrusted wealth
		management of idle self-owned funds of the Company.
	9.	To consider and approve the resolution to purchase liability insurance
		for directors and senior management members of the Company and to
		authorize the board of directors to handle the relevant matters.
	10.	To consider and approve the resolution on the basic annual
		remuneration of the chairman of the Board.
		By way of non-cumulative voting (special resolutions)	FOR (Note 5)	AGAINST (Note 5)	ABSTAIN (Note 5)
	11.	To consider and approve the resolution in relation to request the
		general meeting of Shareholders to the grant of general mandate to the
		Board to issue Shares.
	12.	To consider and approve the resolution in relation to request the
		general meeting of Shareholders to the grant of general mandate to the
		Board to issue debt financing instruments.
	13.	To consider and approve the resolution on amendments to the relevant
		provisions of the Articles of Association and to request the general
		meeting of Shareholders to authorize the Board to deal with the filing,
		change, registration and other related matters required for the
		amendments.
	14	To consider and approve the resolutions on the election of the	By way of cumulative voting (ordinary resolutions)
		executive directors election of the twelfth session of the Board:	(Note 6) (Please insert the number of votes)
		14.1. To elect Mr. Dai Hui Zhong as an executive director of the
		twelfth session of the Board and to fix the level of his
		remuneration.
		14.2. To elect Mr. Jia Shao Qian as an executive director of the twelfth
		session of the Board and to fix the level of his remuneration.
		14.3. To elect Mr. Yu Zhi Tao as an executive director of the twelfth
		session of the Board and to fix the level of his remuneration.
		14.4. To elect Mr. Hu Jian Yong as an executive director of the twelfth
		session of the Board and to fix the level of his remuneration.
		14.5. To elect Ms. Gao Yu Ling as an executive director of the twelfth
		session of the Board and to fix the level of her remuneration.
		14.6. To elect Mr. Zhu Dan as an executive director of the twelfth
		session of the Board and to fix the level of his remuneration.

• FOR AGAINST ABSTAIN

• By way of non-cumulative voting (special resolutions) (Note 5) (Note 5) (Note 5)

• 15 To consider and approve the resolutions on the election of the By way of cumulative voting (ordinary resolutions) independent non-executive directors of the twelfth session of the board (Note 6) (Please insert the number of votes) of directors of the Company: 15.1. To elect Mr. Li Zhi Gang as an independent non-executive director of the twelfth session of the Board and to fix the level of his remuneration.

• 15.2. To elect Mr. Tsoi Wing Sing as an independent non-executive director of the twelfth session of the Board and to fix the level of his remuneration.

• 15.3. To elect Mr. Cheung Sai Kit as an independent non-executive director of the twelfth session of the Board and to fix the level of his remuneration.

• 1. To consider and approve the resolutions on the election of the By way of cumulative voting shareholder representative supervisors of the twelfth session of the (Note 6) (Please insert the number of votes) supervisory committee of the Company: 16.1 To elect Mr. Liu Zhen Shun as a shareholder representative supervisor of the twelfth session of the supervisory committee of the Company and to fix the level of his remuneration.

• 16.2 To elect Ms. Sun Jia Hui as a shareholder representative supervisor of the twelfth session of the supervisory committee of the Company and to fix the level of her remuneration.

Signed this

day of Signature (Note 6) :

Notes:

Attention: Please read the Notice and the Supplemental Notice before appointing a proxy.

1. Please insert the number of H shares to which this revised proxy form relates. If no number is inserted, this revised proxy form will be deemed to relate to all shares registered in your name(s).

2. Please insert full name(s) and address(es) in BLOCK CAPITALS as shown in the register of members of the Company.

3. Please insert the number of all the H shares in the Company registered in your name(s).

4. If any proxy other than the chairman is preferred, please strike out “the chairman of the annual general meeting of the Company” and insert the name(s) and address(es) of the proxy or proxies desired in the space provided. A shareholder is entitled to appoint one or more person(s) to be his/her proxy or proxies. A proxy may or may not be a shareholder of the Company. Any alteration made to this revised proxy form must be initialled by the person who signs it.

5. Important: If you wish to vote for a resolution, please place a “ ✓ ” in the box marked “FOR”. If you wish to vote against a resolution, please place a “X” in the box marked “AGAINST”. If you wish to abstain from voting, please place a “X” in the box marked “ABSTAIN”. Any abstain vote will be counted in the calculation of the required majority. Failure to complete either of the above mentioned boxes will entitle your proxy to cast your vote(s) at his or her discretion. Unless you have instructed otherwise, your proxy will also be entitled to vote or abstain at his or her discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.

6. Please note that according to Article 10.3 and Article 13.3 of the Articles of Association of the Company, cumulative voting system shall be adopted for the election of directors and supervisors of the Company at shareholders’ general meetings, and the election of executive directors and independent non-executive directors of the Company shall be voted separately. When you fill in the boxes marked “By way of cumulative voting”, please complete them in accordance with the following instructions:

7. (1) In relation to resolutions numbered 14.1 to 14.6, resolutions numbered 15.1 to 15.3 and resolutions numbered 16.1 to 16.2, each voting share held by the shareholders carries votes equivalent to the total number of executive directors, independent non-executive directors or supervisors to be elected at the shareholders’ general meeting, and the number of votes which a shareholder is entitled to cast is equal to the number of shares held multiplied by the total number of executive directors, independent non-executive directors or supervisors to be elected. For example, if you are holding 10,000 shares, and 6 executive directors, 3 independent non-executive directors and 2 shareholder representative supervisors will be elected, the aggregate number of votes which you will have for resolutions numbered 14.1 to 14.6 will be 60,000 (10,000 shares x 6 = 60,000 votes), the aggregate number of votes which you will have for resolutions numbered 15.1 to 15.3 will be 30,000 (10,000 shares x 3 = 30,000 votes) and the aggregate number of votes which you will have for resolutions numbered 16.1 to 16.2 will be 20,000 (10,000 shares x 2 = 20,000 votes).

8. (2) “For”, “Against” and “Abstain” will not adopted as alternative options under cumulative voting system. Please fill in the boxes marked” By way of cumulative voting” with the number of votes you intend to cast on executive directors, independent non-executive directors or supervisor candidates. Please note that the votes of a shareholder may be casted on one executive director, independent non-executive director or supervisor candidate or may be casted on different executive director, independent non-executive director or supervisor candidates, provided that the number of votes casted by each shareholder for the election shall not exceed the highest number of cumulative votes. For example, if you are holding 10,000 shares, the aggregate number of votes which you will have for resolutions numbered 14.1 to 14.6 will be 60,000. You may choose to cast the 60,000 votes equally amongst 6 executive director candidates, or to cast all your votes on a single executive director candidate, or to cast 20,000 votes on each of executive director candidates A, B and C and not cast any vote on the other executive director candidates.

9. (3) Please note that when the total votes casted by you on some executive director, independent non-executive director or supervisor candidates exceed the total votes to which you are entitled, all the votes casted will become invalid and be regarded as abstain votes. When the total votes casted by you on some executive director, independent non-executive director or supervisor candidates are less than the total votes to which you are entitled, the votes casted are valid and the remaining votes will be regarded as abstain votes.

10. (4) Whether an executive director, independent non-executive director or supervisor candidate is elected depends on the number of votes received, but the number of votes received by each elected executive director, independent non-executive director or supervisor must exceed half of the valid voting shares (based on the number of shares on a non-cumulative basis) held by shareholders present at the general meeting.

11. This revised proxy form must be signed by you or your attorney duly authorised in writing or, if the appointor is a corporation, must be executed under its common seal or under the hand of an officer or attorney of the corporation duly authorised in writing.

12. Where there are joint registered holders of any share(s), any one of such persons may vote at the AGM, either personally or by proxy, in respect of such share(s) as if he were solely entitled thereto, but if more than one of such joint holders are present at the AGM, personally or by proxy, then one of the persons so present whose name stands first on the register of members of the Company in respect of such share(s) shall alone be entitled to vote in respect thereof.

13. To be valid, this revised proxy form, together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited with the Company’s branch share registrar and transfer office in Hong Kong, Hong Kong Registrars Limited, at Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen’s Road(as theEast,caseWanchai,may be) (theHong“ Closing Kong, as Time soon”)as. possible and in any event not later than 24 hours before the time appointed for holding the AGM or any adjournment of such meeting

14. Completion and delivery of this revised proxy form will not preclude you from attending and voting at the AGM or any adjournment of such meeting should you so wish and, in such event, this revised proxy form as previously submitted shall be deemed to be revoked.

15. If you have not yet returned the original form of proxy which was despatched by the Company to you on 3 June 2024 (“ Original Form of Proxy ”) sent together with the Notice in accordance with the instructions printed thereon, and wish to appoint a proxy to attend the AGM on your behalf, you are required to submit this revised form of proxy. In this case, you shall not submit the Original Form of Proxy.

16. If you have already returned the Original Form of Proxy in accordance with the instructions printed thereon, you should note that:

17. (a) If this revised form of proxy is not returned by you, the Original Form of Proxy will be treated as a valid form of proxy lodged by you if duly completed except that no poll will be counted for resolution numbered 15.3. The proxy appointed under the Original Form of Proxy will also be entitled to vote in accordance with the instructions previously given by you or at his/her discretion (if no such instructions are given) on any resolution properly put to the AGM, including the additional proposed resolutions as set out in the supplemental circular of the Company dated 11 June 2024 (“ Supplemental Circular ”) and the Supplemental Notice.

18. (b) If this revised form of proxy is returned by you at or before the Closing Time, this revised form of proxy will be treated as a valid form of proxy lodged by you if duly completed, and will revoke and supersede the Original Form of Proxy previously lodged by you.

19. (c) If this revised form of proxy is returned by you after the Closing Time, this revised form of proxy will be deemed invalid. It will not revoke the Original Form of Proxy previously lodged by you. The Original Form of Proxy will be treated as a valid form of proxy lodged by you if duly completed except that no poll will be counted for resolution numbered 15.3. The proxy appointed under the Original Form of Proxy will also be entitled to vote in accordance with the instructions previously given by you or at his/her discretion (if no such instructions are given) on any resolution properly put to the AGM (including the additional proposed resolutions as set out in the Supplemental Circular and the Supplemental Notice).

20. References to time and dates in this revised form of proxy are to Hong Kong time and dates.