Shanghai Chicmax Cosmetic Co., Ltd. — Proxy Solicitation & Information Statement 2023

Sep 25, 2023

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.

Shanghai Chicmax Cosmetic Co., Ltd. 上海上美化妝品股份有限公司

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

(Stock code: 2145)

NOTICE OF THE FIRST 2023 DOMESTIC SHARE CLASS MEETING

Notice is hereby given that the first 2023 Domestic Share class meeting (the “ First 2023 Domestic Share Class Meeting ”) of Shanghai Chicmax Cosmetic Co., Ltd. (the “ Company ”) will be held at Meeting Room, 25 Floor, Building B, No. 3300 Zhongshan North Road, Putuo District, Shanghai, the PRC on Monday, 16 October 2023 at 3:00 p.m. (or immediately upon conclusion of the First 2023 H Share Class Meeting and any adjournment thereof), for the purpose of considering, and if thought fit, passing the following resolutions:

SPECIAL RESOLUTIONS

1. To approve and adopt the proposed amendments to the Articles of Association as set out in Appendix I to the circular of the Company dated 26 September 2023.

2. To approve and adopt the proposed amendments to the Rules of Procedure for the General Meetings as set out in Appendix II to the circular of the Company dated 26 September 2023.

3. To approve and adopt the proposed amendments to the Rules of Procedure for the Board of Directors as set out in Appendix III to the circular of the Company dated 26 September 2023.

4. To approve and adopt the proposed amendments to the Rules of Procedure for the Board of Supervisors as set out in Appendix IV to the circular of the Company dated 26 September 2023.

By Order of the Board

Shanghai Chicmax Cosmetic Co., Ltd. 上海上美化妝品股份有限公司

Mr. Lyu Yixiong

Chairman of the Board, Executive Director and Chief Executive Officer

Shanghai, the PRC 26 September 2023

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Notes:

1. For details of the resolutions to be approved in this First 2023 Domestic Share Class Meeting, please refer to the circular of the Company dated 26 September 2023 (the “Circular”). Unless the context requires otherwise, the terms used in this notice of the First 2023 Domestic Share Class Meeting shall have the meaning same as those used in the Circular.

2. For determining the entitlement to attend and vote at the First 2023 Domestic Share Class Meeting, the register of members of the Company would be closed from Saturday, 16 September 2023 to Monday, 16 October 2023, both days inclusive, during which period no share transfers of the Company would be registered.

3. If a Shareholder appoints more than one proxy to attend the meeting, its proxy can only vote by poll.

4. Domestic Share Holders who have the right to attend and vote at the First 2023 Domestic Share Class Meeting are entitled to appoint one or more proxies (whether or not a Shareholder) to attend and vote on his/her/its behalf. For those Domestic Share Holders who appoint more than one proxy, such proxies can only exercise their voting rights by way of poll. However, given the arrangements adopted by the Company as set out in the section headed “First 2023 EGM and the Class Meetings Arrangements” in the Letter from the Board of the Circular, Shareholders who wish to vote at the First 2023 Domestic Share Class Meeting shall appoint the chairman of the First 2023 Domestic Share Class Meeting as their proxy to exercise their rights to vote at the First 2023 Domestic Share Class Meeting in accordance with their instructions.

5. If a proxy is appointed to attend the First 2023 Domestic Share Class Meeting on behalf of a Domestic Share Holder, the proxy must produce a proxy form which is signed by the appointer or his/her agent so authorised in writing, or if the appointer is a legal person, sealed by the stamp of the legal person or signed by its director or agent so officially authorised. The proxy form shall specify the number of shares represented by the proxy of the Shareholder. Where a Shareholder appoints more than one proxy, he/she shall specify the number of shares represented by each proxy. However, given the arrangements adopted by the Company as set out in the section headed “First 2023 EGM and the Class Meetings Arrangements” in the Letter from the Board of the Circular, Shareholders who wish to vote at the First 2023 Domestic Share Class Meeting shall appoint the chairman of the First 2023 Domestic Share Class Meeting as their proxy to exercise their rights to vote at the First 2023 Domestic Share Class Meeting in accordance with their instructions.

6. As set out in the section headed “First 2023 EGM and the Class Meetings Arrangements” of the Circular, if the Shareholders will not be able to attend the First 2023 Domestic Share Class Meeting in person, Shareholders who wish to vote at the First 2023 Domestic Share Class Meeting shall appoint the chairman of the First 2023 Domestic Share Class Meeting as their proxy by completing the accompanying form of proxy. If the proxy form is signed by another person as authorised by the appointer, the power of attorney or other authorisation document must be notarised. The notarised power of attorney or other authorisation document must be deposited together with the proxy form at the business address of the Company in the PRC, at 25 Floor, Building B, No. 3300 Zhongshan North Road, Putuo District, Shanghai, PRC not less than 24 hours before the time for holding the First 2023 Domestic Share Class Meeting.

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

As at the date of this notice, the Board comprises Mr. Lyu Yixiong, Ms. Luo Yan ( 羅燕 ), Mr. Feng Yifeng and Ms. Song Yang as executive Directors; Mr. Sun Hao and Ms. Li Hanqiong as non-executive Directors; Mr. Leung Ho Sun Wilson, Ms. Luo Yan ( 羅妍 ) and Mr. Liu Yi as independent non-executive Directors.

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