Yunkang Group Limited — Proxy Solicitation & Information Statement 2024

Dec 4, 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.

乙康 YUNKANG

Yunkang Group Limited

云康集团有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2325)

NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (the "Extraordinary General Meeting") of Yunkang Group Limited (the "Company") will be held on Friday, December 27, 2024 at 10:00 a.m. at No. 9 Yayingshi Road, Science City, Huangpu District, Guangzhou, PRC, for the following purposes:

ORDINARY RESOLUTION

1. To consider and, if thought fit, approve, with or without modifications, the following resolution as ordinary resolution:

"THAT (1) the 2025-2027 Reagents, Consumables and Equipment Procurement Framework Agreement (as defined in the circular of the Company dated December 5, 2024) (the "Circular") entered into by and between the Company and Daan Gene Co., Ltd. (廣州達安基因股份有限公司) ("Da An Gene") dated November 11, 2024 (a copy of which has been produced to the Extraordinary General Meeting and marked "A" and initialed by a Director for the purpose of identification) (details of which are set out in the Circular) relating to the procurement of reagents, consumables and equipment by the Company and its subsidiaries (the "Group") from Da An Gene and its subsidiaries ("Da An Gene Group"), and all the transactions contemplated thereunder be and are hereby approved, ratified and confirmed; and (2) the proposed annual caps for the 2025-2027 Reagents, Consumables and Equipment Procurement Framework Agreement for the years ending December 31, 2025, 2026 and 2027 in the amounts of RMB41.083 million, RMB51.354 million and RMB64.193 million, respectively, be and are hereby approved and confirmed; and THAT any one or more directors of the Company be and are hereby authorized to do all such things and execute all such documents as they in their absolute discretion deem fit or appropriate to give effect to the 2025-2027 Reagents, Consumables and Equipment Procurement Framework Agreement and the implementation of all the transactions contemplated thereunder."

By order of the Board

Yunkang Group Limited

Mr. Zhang Yong

Chairman and Executive Director

Guangzhou, the PRC, December 5, 2024

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Notes:

(i) For the purpose of determining the identity of the shareholders of the Company entitled to attend and vote at the Extraordinary General Meeting, the register of members of the Company will be closed from Friday, December 20, 2024 to Friday, December 27, 2024, 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 share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong for registration not later than 4:30 p.m. on Thursday, December 19, 2024.

(ii) A shareholder of the Company entitled to attend and vote at the Extraordinary General Meeting is entitled to appoint one or, if he/she/it is the holder of two or more shares, more proxies to attend and vote instead of him/her/it. A proxy need not be a shareholder of the Company.

(iii) Where there are joint registered holders of any share, any one of such persons may vote at the Extraordinary General Meeting, either personally 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 Extraordinary General Meeting personally or by proxy, that one of the said persons so present being the most or, as the case may be, the more senior shall alone be entitled to vote in respect of the relevant joint holding and, for this purpose, seniority shall be determined by reference to the order in which the names of the joint holders stand on the register in respect of the relevant joint holding.

(iv) 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 share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, 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 for holding the Extraordinary General Meeting or any adjourned meeting (i.e. not later than 10:00 a.m. on Wednesday, December 25, 2024). Delivery of any instrument appointing a proxy shall not preclude you from attending and voting in person at the Extraordinary General Meeting (or any adjourned meeting thereof) and, in such event, the instrument appointing a proxy shall be deemed to be revoked.

(v) The resolution at the Extraordinary General Meeting will be taken by poll (except where the chairman decides to allow a resolution relating to a procedural or administrative matter to be voted on by a show of hands) pursuant to the Rules Governing the Listing of Securities of The Stock Exchange of Hong Kong Limited (the "Listing Rules"). The results of the poll will be published on the websites of Hong Kong Exchanges and Clearing Limited and the Company in accordance with the Listing Rules.

(vi) Shareholders attending the Extraordinary General Meeting in person or by proxy shall bear their own travelling and accommodation expenses, and shall produce their identity documents.

(vii) References to dates and time in this notice are to Hong Kong dates and time.

(viii) The English text of this notice shall prevail over the Chinese text for the purpose of interpretation.

As at the date of this notice, the Board comprises Mr. Zhang Yong as chairman and executive Director; Ms. Huang Luo, Dr. Wang Pinghui and Dr. Wang Ruihua as non-executive Directors; and Mr. Yu Shiyou, Mr. Lan Fenghui and Mr. Xie Shaohua as independent non-executive Directors.