Ocumension Therapeutics — Proxy Solicitation & Information Statement 2024

Sep 29, 2024

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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Ocumension Therapeutics 歐康維視生物

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1477)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT an extraordinary general meeting (the “ EGM ”) of Ocumension Therapeutics (the “ Company ”) will be held at 56th Floor, One Museum Place Office Building, No. 669 Xinzha Road, Shanghai, PRC on Wednesday, October 16, 2024 at 10:00 a.m. for considering and, if thought fit, passing, with or without amendments, the following resolutions of the Company. Unless the context requires otherwise, capitalized terms used herein shall have the same meanings as those defined in the circular of the Company dated September 30, 2024.

ORDINARY RESOLUTIONS

To consider, and if thought fit, pass the following resolutions as ordinary resolutions:

“ THAT ,

1. the terms of the Transaction Documents dated August 12, 2024 and the Transaction contemplated thereunder and the implementation thereof be and are hereby approved, ratified and confirmed;

2. subject to the fulfilment of the conditions precedent of the Share Issue, the Directors be and are hereby granted a specific mandate to allot and issue 139,159,664 Consideration Shares to Alcon Pharma as consideration for the Acquisition and In-Licensing;

3. the proposed annual caps (where applicable) in relation to the Transactions contemplated under the Transaction Documents be and are hereby approved; and

4. any one or more Director(s) be and is/are hereby authorized for and on behalf of the Company to sign, execute and deliver all such Transaction Documents (including under seal, where applicable), to do all other acts and things deemed by him/her/them to be incidental to, ancillary to or in connection with the matters contemplated in the Transaction Documents and the completion of the Transaction, and take such action as may in the opinion of the Director(s) be necessary, desirable or expedient to implement and give effect to or in connection with the Transaction Documents and the Transactions contemplated thereunder and the proposed annual

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caps in relation thereto (where applicable), and to agree to such variation, amendments or waiver or matters relating to the Transaction Documents (including any variation, amendments or waiver of such Transaction Documents or any terms thereof) as is/are, in the opinion of such Director(s) or the duly authorized committee of the board of Directors, in the interest of the Company and its shareholders as a whole.”

Yours faithfully, By order of the Board Ocumension Therapeutics Dr. Lian Yong CHEN

Chairman and Non-executive Director

Hong Kong, September 30, 2024

Registered Office:	Principal place of business	Principal place of business
The offices of Vistra (Cayman)	in the PRC:	in Hong Kong:
Limited	No. 1858 Yinzhongnan Road	Unit 417, 4th Floor
P.O. Box 31119 Grand Pavilion	Guoxiang Subdistrict	Lippo Centre
Hibiscus Way	Wuzhong District	Tower Two
802 West Bay Road	Suzhou	No. 89 Queensway
Grand Cayman KY1-1205	Jiangsu Province	Admiralty
Cayman Islands	the PRC	Hong Kong

As of the date of this notice, the Board comprises Mr. Ye LIU and Dr. Zhaopeng HU as executive Directors, Dr. Lian Yong CHEN, Dr. Wei LI, Mr. Yanling CAO and Ms. Yumeng WANG as non-executive Directors, and Mr. Ting Yuk Anthony WU, Mr. Yiran HUANG and Mr. Zhenyu ZHANG as independent non-executive Directors.

Notes:

1. Ordinary resolutions numbered 2 and 3 will be proposed to the Shareholders for approval provided that ordinary resolution numbered 1 is passed by the Shareholders. Ordinary resolution numbered 4 will be proposed to the Shareholders for approval provided that ordinary resolutions numbered 2 and 3 are passed by the Shareholder.

2. A shareholder entitled to attend and vote at the meeting is entitled to appoint another person as his/her proxy to attend and vote instead of him/her; a proxy need not be a shareholder of the Company. A shareholder who is the holder of two or more shares may appoint more than one proxy to represent him/her and vote on his/her behalf at the meeting. On a poll, votes may be given either personally or by proxy.

3. In the case of joint holders, any one of such joint holders may vote at the meeting, either in person or by proxy, in respect of such share as if he/she were solely entitled thereto, but if more than one of such joint holders be present at the meeting, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the vote(s) of the other joint holder(s) and for this purpose seniority shall be determined as that one of the said persons so present whose name stands first on the register of members of the Company in respect of such share shall alone be entitled to vote in respect thereof.

4. In order to be valid, a form of proxy must be deposited at 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, Wan Chai, Hong Kong together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy thereof) not less than 48 hours before the time appointed

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for the holding of the above meeting (i.e. no later than 10:00 a.m. on Monday, October 14, 2024, Hong Kong time) or any adjournment thereof. The completion and return of the form of proxy shall not preclude Shareholders from attending and voting in person at the above meeting (or any adjourned meeting thereof) if they so wish.

1. The transfer books and register of members of the Company will be closed from Tuesday, October 15, 2024 to Wednesday, October 16, 2024, both days inclusive, during which period no share transfers can be registered. In order to qualify for attending the meeting, all transfers accompanied by the relevant share certificates must be lodged with the Hong Kong branch share registrar and transfer office of the Company, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong not later than 4:30 p.m. on Monday, October 14, 2024.

2. Delivery of an instrument appointing a proxy shall not preclude a shareholder of the Company from attending and voting in person at the EGM and in such event, the instrument appointing a proxy shall be deemed to be revoked.

3. Votes on the ordinary resolutions set out herein which are to be passed at the EGM will be taken by way of poll.

4. References to dates and time in this notice are to Hong Kong dates and time.

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