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.

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)

POLL RESULTS OF THE

2020 FIRST EXTRAORDINARY GENERAL MEETING

The board of directors (the "Board") of Shanghai Junshi Biosciences Co., Ltd.* (the "Company") is pleased to announce the poll results of the 2020 first extraordinary general meeting (the "EGM") held at Jumeirah Himalayas Hotel Shanghai, No. 1108 Mei Hua Road, Pudong New District, Shanghai, the People's Republic of China on Monday, 3 February 2020 at 10:30 a.m. All resolutions proposed were duly passed.

Further details of the resolutions are set out in the notice of the EGM dated 21 November 2019 (as supplemented by the supplemental notice of the EGM dated 20 December 2019), the circular dated 3 December 2019 (the "Circular") and the supplemental circular dated 8 January 2020 (the "Supplemental Circular"). Unless the context otherwise requires, capitalized terms used in this announcement shall have the same meanings as those defined in the Circular and the Supplemental Circular.

As at the date of the EGM, (i) the total number of the issued Shares of the Company was 784,146,500 Shares, comprising 601,400,000 Domestic Shares and 182,746,500 H Shares and

  1. save as disclosed below, holders of 784,146,500 Shares (or authorized proxies) were entitled to attend and vote on the resolutions proposed at the EGM. There were no Shares entitling the Shareholders to attend and vote only against the resolutions at the EGM.

ATTENDANCE AT THE EGM

Number of Shares in

issue (and entitling

Number of Shares

Class of Shares

holders to attend and

present (in person or

Approximate %

vote for or against

by proxy)

any resolution)

Domestic Shares

601,400,000

363,753,736

60.48%

H Shares

182,746,500

50,990,669

27.90%

Total

784,146,500

414,744,405

52.89%

1

Mr. Xiong Jun and his parties acting in concert, who in aggregate control 217,231,536 Domestic Shares as at the date of the EGM, were required to abstain from voting on Ordinary Resolution No. 6. To the best knowledge, information and belief of the Company, save as disclosed below: (i) there were no restrictions on any Shareholder to cast votes on any of the proposed resolutions at any of the EGM, (ii) no Shareholder was required under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited to abstain from voting at the EGM, (iii) there were no Shares entitling the holders to attend and abstain from voting in favor of any of the proposed resolutions, and (iv) no party has stated any intention in the Circular or the Supplemental Circular to vote against or abstain from voting on any of the proposed resolutions.

The EGM was convened by the Board. Pursuant to Article 82 of the Articles of Association of the Company, Mr. Xiong Jun, an executive Director and chairman of the Board, presided over and chaired the EGM.

POLL RESULTS OF THE EGM

All resolutions at the EGM were voted by registered poll. The poll results are as follows:

Number of votes and percentage of the

Passed by

Ordinary Resolution(1)

total voting shares at the EGM

Shareholders(2)

For

Against

Abstain

1.

To consider and approve the capital

414,744,405

0

0

YES

injection to the wholly-owned subsidiaries.

(100.000%)

(0.000%)

(0.000%)

Special Resolutions(1)

For

Against

Abstain

Passed by

Shareholders(2)

2.

To consider and approve the amendments

406,340,787

8,403,618

0

YES

to the Articles of Association of the

(97.974%)

(2.026%)

(0.000%)

Company and the amendments to the Rules

of Procedure of the General Meeting.

3.

To consider and approve the application

414,723,805

20,600

0

YES

for delisting of Domestic Shares of the

(99.995%)

(0.005%)

(0.000%)

Company from the National Equities

Exchange and Quotations after condition

fulfilled.

2

Special Resolutions(1)

For

Against

Abstain

Passed by

Shareholders(2)

4.

To consider and approve the authorisation

414,723,805

20,600

0

YES

to the Board of Directors or the authorised

(99.995%)

(0.005%)

(0.000%)

person of the Board of Directors to

exercise full power to handle matters

pertaining to the application for the

delisting of Domestic Shares of the

Company from the National Equities

Exchange and Quotations.

5.

To consider and approve the protective

414,723,805

20,600

0

YES

measures in relation to the delisting

(99.995%)

(0.005%)

(0.000%)

of Domestic Shares from the National

Equities Exchange and Quotations for

interests of dissenting holders of Domestic

Shares.

Supplemental Ordinary Resolution(1)

For

Against

Abstain

Passed by

Shareholders(2)

6.

To consider and approve the ratification of

222,983,389

0

0

YES

related party transaction in 2018.

(100.000%)

(0.000%)

(0.000%)

Notes:

  1. Please refer to the Circular and Supplemental Circular for details of these resolutions.
  2. An ordinary resolution is passed by more than half of votes casted in favour of it, and a special resolution is passed by more than two-thirds of the votes casted in favour of it.

SCRUTINEERS

Tricor Investor Services Limited (the H share registrar of the Company), two shareholder representatives and one supervisor acted as the scrutineers for the vote-taking at the EGM.

By order of the Board of

Shanghai Junshi Biosciences Co., Ltd.*

Mr. Xiong Jun

Chairman

Shanghai, the PRC, 3 February 2020

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, Dr. He Jia, Mr. Chen Xinjun, Mr. Qian Zhi and Dr. Roy Steven Herbst as independent non-executive Directors.

  • For identification purpose only

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Shanghai Junshi Biosciences Co. Ltd. published this content on 03 February 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 03 February 2020 15:00:00 UTC