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.

NANJING SINOLIFE UNITED COMPANY LIMITED*

南 京 中 生 聯 合 股 份 有 限 公 司

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

(Stock code: 3332)

  1. RESIGNATIONS OF DIRECTORS AND SUPERVISOR AND PROPOSED CHANGE IN COMPOSITION OF NOMINATION COMMITTEE

AND

(2) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

RESIGNATIONS OF DIRECTORS AND SUPERVISOR AND PROPOSED CHANGE IN COMPOSITION OF NOMINATION COMMITTEE

The board (''Board'') of directors (''Directors'') of Nanjing Sinolife United Company Limited* (''Company'', together with its subsidiaries, the ''Group'') hereby announces that:

  1. Ms. Xu Li (徐麗) (''Ms. Xu'') has tendered her resignation as an executive Director and a member of the nomination committee of the Board due to family reasons;
  2. Ms. Li Fan (李凡) (''Ms. Li'') has tendered her resignation as a non-executive Director
    due to the cessation of Board representation of Shanghai Fosun Chuangfu Shareholding Investment Fund Limited Partnership* (上海復星創富股權投資基金合夥企業(有限合 夥)) (''Fosun''), the pre-initial public offering investor of the Company, subsequent to the disposal by Fosun of all of its shares of the Company; and
  3. Mr. Tao Xingrong (陶興榮) (''Mr. Tao'') has tendered his resignation as a supervisor of the Company (''Supervisor'') due to the cessation of representation of Fosun in the board of supervisors of the Company subsequent to the disposal by Fosun of all of its shares of the Company ((i), (ii) and (iii) collectively, the ''Resignations'').

The Resignations shall become effective upon conclusion of an extraordinary general meeting of the Company (''EGM'') and subject to the approval of the proposed amendments to the articles of association of the Company (''Articles'').

Each of Ms. Xu, Ms. Li and Mr. Tao has confirmed that he/she has no disagreement with the Board and that he/she was not aware of other matters that need to be brought to the attention of the shareholders of the Company and The Stock Exchange of Hong Kong Limited (the ''Stock Exchange'') in connection with his/her decision to resign. The Board is also not aware of other matters that need to be brought to the attention of the Stock Exchange.

  • For identification purpose only

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PROPOSED AMENDMENTS TO THE ARTICLES

In connection with the Resignations, the Board proposes to amend the Articles to reflect the change in the composition of the Board and the board of Supervisors. According to Article 52 of the Articles, a shareholders' general meeting is required to be convened for considering the amendments to the Articles.

The Company confirms that the amendments to the Articles will not affect the existing businesses and operations of the Group and the Directors confirm that the amendments to the Articles are in compliance with the Rules Governing the Listing of Securities on the Stock Exchange. Based on the confirmation made by the Company's legal adviser in the People's Republic of China (''PRC''), the amendments of the Articles comply with the PRC laws.

EXTRAORDINARY GENERAL MEETING

The EGM will be convened to consider and, if thought fit, to approve, among other matters, the proposed amendments to the Articles. The proposed amendments to the Articles shall come into effect upon the passing of the relevant special resolutions at the EGM.

A circular containing, among other things, further details of the proposed amendments to the Articles, as well as the notice of the EGM, will be despatched to the shareholders of the Company in due course.

By order of the Board

Nanjing Sinolife United Company Limited*

Gui Pinghu

Chairman

Nanjing, the People's Republic of China, 22 November 2019

As at the date of this announcement, the executive Directors are Mr. Gui Pinghu, Ms. Zhang Yuan, Ms. Xu Li and Ms. Zhu Feifei; the non-executive Director is Ms. Li Fan; and the independent non-executive Directors are Mr. Zhang Jitong, Ms. Cai Tianchen and Mr. Wang Wei.

  • For identification purpose only

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Nanjing Sinolife United Co. Ltd. published this content on 22 November 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 November 2019 11:36:06 UTC