MicroPort Scientific Corporation — Proxy Solicitation & Information Statement 2021

Mar 11, 2021

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.

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微創醫療科學有限公司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 00853)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT an Extraordinary General Meeting (the “ EGM ”) of MicroPort Scientific Corporation (the “ Company ”) will be held at the Meeting Room of Shanghai MicroPort, 1601 Zhangdong Road, Zhangjiang Hi-Tech Park, Shanghai 201203, The People’s Republic of China on 15 April 2021 at 10:00 a.m., to consider and, if thought fit, pass the following as an ordinary resolution. Persons entitled to attend and vote at the Extraordinary General Meeting are also allowed to attend through teleconference (Dial-in number: 400-810-5222 (Mainland China) or +852-3005-1318 (Hong Kong); Access code: 99884700). Shareholders, who attend the Extraordinary General Meeting through teleconference, will not be able to vote through the teleconference nor be counted as quorum of the Extraordinary General Meeting. Shareholders who are attending through teleconference should cast their votes by appointing the chairman of the Extraordinary General Meeting as their proxy to vote on the relevant resolutions at the Extraordinary General Meeting.

ORDINARY RESOLUTION

1. “ THAT :

• (a) The equity option scheme (the “ Subsidiary Option Scheme ”) of Suzhou MicroPort Orthopedics Scientific (Group) Co., Ltd, (the “ Subsidiary ”), a subsidiary of the Company, a copy of which is tabled at the meeting and marked “A” and initialed by the chairman of the meeting for identification purpose, be and is hereby approved and adopted; and the directors of the Subsidiary be and are hereby authorised to do all such acts and to enter into all such transactions, arrangements and agreements as may be necessary or expedient in order to give full effect to the Subsidiary Option Scheme, including without limitation to:

• (i) to administer or authorize a committee of the board to administer the Subsidiary Option Scheme under which share options will be granted to the Eligible Persons (as defined in the Subsidiary Option Scheme) eligible under the Subsidiary Option Scheme to subscribe

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for the ordinary shares of the Subsidiary (the “ Subsidiary Shares ”), including but not limited to determining and granting the share options in accordance with the terms of the Subsidiary Option Scheme;

• (ii) to modify and/or amend the Subsidiary Option Scheme from time to time provided that such modification and/or amendment is effected in accordance with the terms of the Subsidiary Option Scheme relating to the modification and/or amendment and subject to Chapter 17 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”)

• (iii) to allot and issue from time to time such equity interest of the Subsidiary which shall not in aggregate exceed 5% of the equity capital or issued shares if the Subsidiary becomes a company limited by shares of the Subsidiary as at the date of adoption of the Subsidiary Option Scheme, as may be required to be allotted and issued pursuant to the exercise of the share options under the Subsidiary Option Scheme and subject to the Listing Rules; and

• (iv) to consent, if it so deems fit and expedient, to such conditions, modifications and/or variations as may be required or imposed by the relevant authorities in relation to the Subsidiary Option Scheme.”

By order of the board of directors of MicroPort Scientific Corporation Dr. Zhaohua Chang Chairman

Shanghai, the People’s Republic of China, 12 March 2021

Notes:

1. For the purpose of determining the identity of the shareholders of the Company entitled to attend and vote at the EGM, the register of members of the Company will be closed from 12 April 2021 to 15 April 2021, both dates inclusive, during which period no transfer of shares will be effected. All transfers accompanied by the relevant certificates must be lodged with the Company’s branch share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration not later than 4:30 p.m. on 9 April 2021.

2. A member of the Company entitled to attend and vote at the EGM is entitled to appoint one or, if he is the holder of two or more shares of the Company, more proxies to attend and vote instead of him. A proxy need not be a member of the Company.

3. In the case of joint holders of shares in the Company, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of the other joint holder(s), seniority being determined by the order in which names stand in the register of members.

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1. In order to be valid, the form of proxy must be in writing under the hand of the appointor or of his attorney duly authorized in writing, or if the appointor is a corporation, either under seal, or under the hand of an officer or attorney or other person duly authorized, and must be deposited with the Hong Kong branch share registrar and transfer office of the Company, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (together with the power of attorney or other authority, if any, under which it is signed or a certified copy thereof) not less than 48 hours before the time fixed for holding of the EGM.

2. As the date of this notice, the board of directors of the Company comprises Dr. Zhaohua Chang as executive director; Mr. Norihiro Ashida, Dr. Yasuhisa Kurogi and Mr. Hongliang Yu as non-executive directors; and Mr. Jonathan H. Chou, Dr. Guoen Liu and Mr. Chunyang Shao as independent non-executive directors.

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