Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Shanghai Junshi Biosciences Co., Ltd. Proxy Solicitation & Information Statement 2020

Sep 29, 2020

50236_rns_2020-09-29_eaa580ef-8d75-47ed-932a-5ba0e8f8fb39.pdf

Proxy Solicitation & Information Statement

Open in viewer

Opens in your device viewer

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

==> picture [96 x 35] intentionally omitted <==

SHANGHAI JUNSHI BIOSCIENCES CO., LTD.[*] 上海君實生物醫藥科技股份有限公司

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

(Stock code: 1877)

NOTICE OF THE 2020 SECOND CLASS MEETING OF H SHAREHOLDERS

NOTICE IS HEREBY GIVEN that the 2020 second class meeting of H Shareholders (the “ Class Meeting of H Shareholders ”) of Shanghai Junshi Biosciences Co., Ltd.* (the “ Company ”) will be held immediately after the conclusion of the 2020 second class meeting of A shareholders of the Company (or any adjournment thereof) at 13th Floor, Building 2, Nos. 36, 58 Haiqu Road, China (Shanghai) Pilot Free Trade Zone, Shanghai, the People’s Republic of China on Monday, 16 November 2020, to consider and, if thought fit, approve the following resolutions:

SPECIAL RESOLUTIONS[(9)]

  1. The proposal in relation to amendment of the Articles of Association and industrial and commercial registration of the changes.[(10)]

  2. The proposal in relation to the 2020 restricted A share incentive scheme of the Company (draft) and its summary.[(11)]

  3. The proposal in relation to the assessment management measures for the implementation of the 2020 restricted A share incentive scheme of the Company.[(11)]

  4. The proposal in relation to the authorization granted by the general meeting to the Board of Directors to deal with matters relating to the restricted A share incentives.[(11)]

By Order of the Board Shanghai Junshi Biosciences Co., Ltd. Mr. Xiong Jun* Chairman

Shanghai, PRC, 29 September 2020

– 1 –

Notes:

  1. The register of members of H shares of the Company will be closed from Saturday, 17 October 2020 to Monday, 16 November 2020, both days inclusive, during which period no transfer of H shares of the Company will be registered, in order to determine the entitlements of the shareholders of the Company to attend and vote at the Class Meeting of H Shareholders. In order to be eligible to attend and vote at the Class Meeting of H Shareholders, holders of H shares of the Company whose transfer documents have not been registered are required to deposit all properly completed share transfer forms together with the relevant share certificates to the Company’s H share registrar, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong (for holders of H shares) for registration before 4:30 p.m. on Friday, 16 October 2020.

  2. A shareholder entitled to attend and vote at the meeting may appoint one or more persons as his/her proxy(ies) to attend and vote on his/her behalf. A proxy need not be a shareholder of the Company but must attend the meeting in person to represent the member.

  3. The instrument appointing a proxy must be in writing and signed by the appointing shareholder or his duly authorized attorney in writing. Where the appointing shareholder is a legal entity, such instrument must be either under its common seal or duly signed by its legal representative, director(s) or duly authorized attorney(s).

  4. Shareholders who intend to attend the meeting by proxy should complete the proxy form. For holders of H shares, the proxy form should be returned to the Company’s H Share registrar, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong, in person or by post as soon as possible not less than 24 hours before the time fixed for holding the meeting or any adjournment thereof. Completion and return of the proxy form will not preclude you from attending the meeting and any adjournment thereof and voting in person. In such event, the form of proxy shall be deemed to be revoked.

  5. Shareholders who intend to attend the meeting in person or by proxy should return the reply slip (for holders of H shares) to the Company’s H share registrar, Tricor Investor Services Limited on or before Tuesday, 27 October 2020.

  6. The Class Meeting of H Shareholders is expected to last for less than half a day. Shareholders (in person or by proxy) who attend the Class Meeting of H Shareholders should bear their own transportation and accommodation expenses. Shareholders or their proxies attending the Class Meeting of H Shareholders shall present their identification documents.

  7. Where there are joint registered holders of any share, any one of such persons may vote at the meeting, either in person or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders be present at the meeting, the vote of the senior holder who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders and, for this purpose, seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

  8. References to times and dates in this notice are to Hong Kong local times and dates.

  9. Further details of the resolutions will be included in the circular to be despatched to shareholders by the Company.

  10. Further details of the resolution are set out in the announcement of the Company dated 29 September 2020 in relation to the proposed amendments to the Articles of Association of the Company.

  11. Further details of the resolutions are set out in the announcement of the Company dated 29 September 2020 in relation to, among others, the proposed adoption of the 2020 restricted A share incentive scheme of the Company.

  12. This notice of Class Meeting of H Shareholders is despatched to the holders of H shares only.

As at the date of this announcement, the board of directors of the Company comprises Mr. Xiong Jun, Dr. Li Ning, Dr. Feng Hui, Mr. Zhang Zhuobing, Dr. Wu Hai and Dr. Yao Sheng as executive Directors; Mr. Tang Yi, Mr. Li Cong, Mr. Yi Qingqing and Mr. Lin Lijun as non-executive Directors; and Dr. Chen Lieping, Mr. Chen Xinjun, Mr. Qian Zhi, Mr. Zhang Chun and Dr. Roy Steven Herbst as independent non-executive Directors.

  • For identification purpose only.

– 2 –