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TransThera Sciences (Nanjing), Inc. Proxy Solicitation & Information Statement 2026

May 26, 2026

50716_rns_2026-05-26_9ae92da7-3379-4d4d-b500-ae27d4e89e5c.pdf

Proxy Solicitation & Information Statement

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TransThera

药捷安康

TransThera Sciences (Nanjing), Inc.

藥捷安康(南京)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: 2617)

Number of shares to which this form of proxy relates(Note 1) unlisted shares
H shares

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING TO BE HELD ON THURSDAY, 18 JUNE 2026 AT 10:30 A.M.

I/We $^{(Note2)}$

of

being the registered holder(s) of unlisted share(s)/H share(s) in the issued share capital of TransThera Sciences (Nanjing), Inc. (the "Company") hereby appoint the Chairman of the meeting $^{(Note3)}$ or

of

of email address as my/our proxy to attend, act and vote for me/ us and on my/our behalf as directed below at the annual general meeting (the "AGM") of the Company for the year 2025 to be held by way of a virtual meeting via the Vistra eVoting Portal on Thursday, 18 June 2026 at 10:30 a.m. (or at any adjournment thereof).

Please tick $(^{\prime \prime}\checkmark)$ the appropriate boxes to indicate how you wish your vote(s) to be cast $(^{Note4})$

ORDINARY RESOLUTIONS FOR AGAINST ABSTAIN
1. To consider and approve the 2025 report of the board of directors (the “Board”) of the Company.
2. To consider and approve the 2025 report of the supervisory committee (“Supervisory Committee”) of the Company.
3. To consider and approve the 2025 audited consolidated financial statements of the Company.
4. To consider and approve the 2025 Annual Report.
5. To consider and approve the uncovered losses amounting to over one-third of the total paid-up share capital of the Company.
6. To consider and approve the 2025 profit distribution plan of the Company.
7. To consider and approve the re-appointment of Ernst & Young as auditor of the Company for 2026, and to authorize the Board to fix its remuneration.
8. To consider and approve the remuneration plan for directors (“Director(s)”) of the Company for 2026.
9. To consider and approve the remuneration plan for supervisors (“Supervisor(s)”) of the Company for 2026.
10. To consider and approve the election of Director of the second session of the Board
(1) To elect Mr. Feng Weibo as an independent non-executive Director of the second session of the Board.

SPECIAL RESOLUTIONS FOR AGAINST ABSTAIN
11. To grant a general mandate to the Directors to allot, issue and deal with (including sale or transfer of any treasury shares) additional Shares (details of this resolution were set out in the notice of AGM dated 26 May 2026).
12. To grant a general mandate to the Directors to repurchase H Shares (details of this resolution were set out in the notice of AGM dated 26 May 2026).
13. To extend the general mandate granted under resolution no. 11 by adding the Shares repurchased pursuant to the general mandate granted by resolution no. 12.
14. To consider and approve the proposed cancellation of the Supervisory Committee, the proposed amendments to business scope and proposed amendments to the Articles of Association and its appendices.

Date: ___ 2026

Signature(s) $^{\text{Note} \, \text{5}}:$

Notes:

  1. Please insert the number of shares to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.

  2. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint registered shareholders should be stated.

  3. If any proxy other than the Chairman of the meeting is preferred, please strike out the words "the Chairman of the meeting" and insert the name and address of the proxy desired in the space provided. Any shareholder of the Company entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and on a poll, vote instead of him. A proxy need not be a shareholder of the Company. Every shareholder through Vistra eVoting Portal or by proxy shall be entitled to one vote for each share held by him.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK ("✓") THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK ("✓") THE BOX MARKED "AGAINST". If no direction is given, your proxy will vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM.

  5. The instrument appointing a proxy must be signed by you or your attorney duly authorized in writing. In case of a corporation, the same must be either under its common seal or under the hand of an officer or attorney so authorized. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  6. In case of joint holders, only one pair of login username and password will be provided to the joint holders. Any one of such joint holders may attend or vote in respect of such share(s) as if he/she/it was solely entitled thereto.

  7. In order to be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it is signed or a notarized copy thereof, must be deposited at the Company's H share registrar, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong (for holders of H shares) or the Company's head office in the PRC at Floor 3, Building 9, Accelerator Phase 2 Biotech and Pharmaceutical Valley, Jiangbei New Area, Nanjing Jiangsu Province, PRC (for holders of unlisted shares) not less than 24 hours before the time appointed for the meeting (i.e. not later than 10:30 a.m. on Wednesday, 17 June 2026 (Hong Kong time)) or any adjournment thereof.

  8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the AGM through Vistra eVoting Portal if you so wish. In such event, the form of proxy that you have completed and returned will be deemed to be revoked.

  9. Shareholders are requested to provide a valid email address of his or her proxy (except for the appointment of "The Chairman of the Meeting" as proxy) for the proxy to receive the username and password to cast their votes and submit online questions via the e-Meeting System.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the AGM of the Company (the "Purposes"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to Tricor Investor Services Limited at the above address.