JHBP (CY) HOLDINGS LIMITED THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION
If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult a stockbroker or other registered dealer in securities, a bank manager, solicitor, professional accountant or other professional adviser.
If you have sold or transferred all your shares in JHBP (CY) Holdings Limited, you should at once hand this circular, together with the enclosed form of proxy, to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.
a
a
JHBP (CY) Holdings Limited
嘉和生物 藥業(開曼 ) 控股 有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 6998)
- PROPOSED RE-ELECTION OF DIRECTORS;
- PROPOSED GRANTING OF GENERAL MANDATES TO REPURCHASE SHARES AND TO ISSUE SHARES;
- PROPOSED CHANGE OF COMPANY NAME;
- PROPOSED RE-APPOINTMENT OF AUDITOR; AND
- NOTICE OF ANNUAL GENERAL MEETING
The notice convening the Annual General Meeting of JHBP (CY) Holdings Limited to be held at 9F, Building 7, Lane 88, Shengrong Road, Pudong New District, Shanghai, China on Friday, 11 June 2021 at 10:00 a.m. is set out in this circular.
Whether or not you are able to attend the Annual General Meeting, please complete and sign the enclosed form of proxy for use at the Annual General Meeting in accordance with the instructions printed thereon and return it to the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for the Annual General Meeting (i.e. not later than 10:00 a.m. on Wednesday, 9 June 2021 (Hong Kong time)) or the adjourned meeting (as the case may be). Completion and return of the form of proxy will not preclude shareholders from attending and voting in person at the Annual General Meeting if they so wish.
This circular together with the form of proxy are also published on the websites of the Stock Exchange (http://www.hkexnews.hk) and the Company (http://www.genorbio.com).
28 April 2021
CONTENTS | ||||
Page | ||||
Precautionary Measures for the Annual General Meeting . . . . . . . . . . . . . . . . . . . | ii | |||
Definitions . . . . | . . . . | . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 1 | |
Letter from the Board | ||||
1. | Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 3 | ||
2. | Proposed Re-election of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 4 | ||
3. | Proposed Granting of Repurchase Mandate . . . . . . . . . . . . . . . . . . . . . . . . | 5 | ||
4. | Proposed Granting of Issuance Mandate . . . . . . . . . . . . . . . . . . . . . . . . . . | 5 | ||
5. | Proposed Change of Company Name . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 6 | ||
6. | Proposed Re-appointment of Auditor . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 7 | ||
7. | Closure of Register of Members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 7 | ||
8. | Annual General Meeting and Proxy Arrangement . . . . . . . . . . . . . . . . . . . | 7 | ||
9. | Responsibility Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 8 | ||
10. | General Information. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 8 | ||
11. | Recommendation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 8 | ||
Appendix I | - | Details of the Retiring Directors Proposed to be Re-elected | ||
at the Annual General Meeting . . . . . . . . . . . . . . . . . . . . | 9 | |||
Appendix II | - | Explanatory Statement on the Repurchase Mandate . . . . . . | 14 | |
Notice of Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 17 |
- i -
PRECAUTIONARY MEASURES FOR THE ANNUAL GENERAL MEETING
The health of the Shareholders, staff and stakeholders of the Company is of paramount importance to us. In view of the recent development of the COVID-19 pandemic, the Company will implement the following at the Annual General Meeting as part of the control measures to safeguard the health and safety of our attending Shareholders, staff and stakeholders of the Company:
- The number of seats of the Annual General Meeting will be reduced to allow social distancing. As a result, there will be limited capacity for the Shareholders to attend the Annual General Meeting. The Company may limit the number of attendees at the Annual General Meeting as may be necessary to avoid over-crowding;
- Compulsory body temperature checks will be conducted for every attendee at the entrance of the Annual General Meeting venue. Any person who has a body temperature of over 37.5 degrees Celsius or has any flu-like symptoms or is otherwise apparently unwell will be denied entry into or be required to leave the Annual General Meeting venue;
- Every attendee must wear a surgical face mask throughout the Annual General Meeting and inside the Annual General Meeting venue. Please note that no masks will be provided at the Annual General Meeting venue and attendees should bring and wear their own masks;
- The Company will maintain a safe distance between seats; and
- No distribution of corporate gift coupons and refreshments or beverages for attendees.
In addition, the Company would like to remind all attending Shareholders that physical attendance in person at the Annual General Meeting is not necessary for the purpose of exercising voting rights. The Company strongly encourages the Shareholders to exercise their right to vote at the Annual General Meeting by appointing the chairman of the Annual General Meeting as their proxy and return the form of proxy to the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for the Annual General Meeting (Hong Kong time) or the adjourned meeting (as the case may be).
Depending on the public health requirements and guidelines at the time of the Annual General Meeting, additional measures affecting physical attendance may be implemented by the Company at short notice. The Shareholders are advised to check the websites of the Stock Exchange (http://www.hkexnews.hk) and the Company (http://www.genorbio.com) for any future announcements and updates on the Annual General Meeting arrangements.
- ii -
DEFINITIONS
In this circular, unless the context otherwise requires, the following expressions shall have the following meanings:
"Annual General Meeting" | the annual general meeting of the Company to be held at |
9F, Building 7, Lane 88, Shengrong Road, Pudong New | |
District, Shanghai, China on Friday, 11 June 2021 at | |
10:00 a.m., to consider and, if appropriate, to approve the | |
resolutions contained in the notice of the Annual General | |
Meeting which is set out on pages 17 to 21 of this | |
circular, or any adjournment thereof | |
"Articles of Association" | the articles of association of the Company, and as |
amended from time to time | |
"Board" | the board of Directors of the Company |
"Company" | JHBP (CY) Holdings Limited, a company incorporated |
under the laws of Cayman Islands with limited liability | |
and the Shares of which are listed on the Main Board of | |
the Stock Exchange | |
"Director(s)" | the director(s) of the Company |
"Group" | the Company and its subsidiaries |
"HK$" | Hong Kong dollars, the lawful currency of Hong Kong |
"Hong Kong" | the Hong Kong Special Administrative Region of the |
PRC | |
"Issuance Mandate" | a general and unconditional mandate proposed to be |
granted to the Directors to allot, issue or deal with | |
additional Shares of not exceeding 20% of the total | |
number of issued Shares as at the date of passing of the | |
proposed ordinary resolution approving the granting of | |
such mandate | |
"Latest Practicable Date" | 23 April 2021, being the latest practicable date prior to |
the printing of this circular for ascertaining certain | |
information contained in this circular | |
"Listing" | the listing of the Shares on the Main Board |
- 1 -
DEFINITIONS | |
"Listing Date" | 7 October 2020, the date on which the Shares were listed |
on the Main Board of the Stock Exchange | |
"Listing Rules" | the Rules Governing the Listing of Securities on the |
Stock Exchange as amended from time to time | |
"Nomination Committee" | nomination committee of the Board |
"PRC" | the People's Republic of China and for the purpose of this |
circular, excludes Hong Kong, the Macau Special | |
Administrative Region of the People's Republic of China | |
and Taiwan | |
"Proposed Change of | the proposed change of the English name of the Company |
Company Name" | from "JHBP (CY) Holdings Limited" to "Genor |
Biopharma Holdings Limited" | |
"Prospectus" | the prospectus of the Company dated 23 September 2020 |
"Repurchase Mandate" | a general mandate and unconditional proposed to be |
granted to the Directors to repurchase Shares on the | |
Stock Exchange of not exceeding 10% of the total | |
number of issued Shares of the Company as at the date of | |
passing of the proposed ordinary resolution approving the | |
granting of such mandate | |
"SFO" | the Securities and Futures Ordinance of Hong Kong |
(Chapter 571 of the Laws of Hong Kong) as amended, | |
supplemented or otherwise modified from time to time | |
"Share(s)" | ordinary share(s) of US$0.00002 each in the issued |
capital of the Company | |
"Shareholder(s)" | holder(s) of Share(s) |
"Stock Exchange" | The Stock Exchange of Hong Kong Limited |
"Takeovers Code" | the Codes on Takeovers and Mergers and Share |
Buy-backs, as issued by the Securities and Futures | |
Commission of Hong Kong, as amended, supplemented | |
or otherwise modified from time to time |
- 2 -
LETTER FROM THE BOARD
a
a
JHBP (CY) Holdings Limited
嘉和生物藥業(開曼) 控 股有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 6998)
Executive Directors: | Registered Office: |
Dr. Zhou Joe Xin Hua (周新華) | Maples Corporate Services Limited |
Dr. Guo Feng (郭峰) (Chief Executive Officer) | PO Box 309, Ugland House |
Grand Cayman | |
Non-executive Directors: | KY1-1104 |
Mr. Yi Qingqing (易清清) (Chairman) | Cayman Islands |
Mr. Chen Yu (陳宇) | |
Dr. Ni Lin (倪琳) | Principal Place of Business and |
Head Office in the PRC: | |
Independent Non-executive Directors: | Building 3, 1690 Zhangheng Road |
Dr. Zhou Honghao (周宏灝) | Pudong New District |
Mr. Fung Edwin (馮冠豪) | Shanghai 201203 |
Mr. Chen Wen (陳文) | China |
Principal Place of Business | |
in Hong Kong: | |
Level 54, Hopewell Centre | |
183 Queen's Road East | |
Hong Kong | |
28 April 2021 | |
To the Shareholders | |
Dear Sir/Madam, |
- PROPOSED RE-ELECTION OF DIRECTORS;
- PROPOSED GRANTING OF GENERAL MANDATES TO REPURCHASE SHARES AND TO ISSUE SHARES;
- PROPOSED CHANGE OF COMPANY NAME;
- PROPOSED RE-APPOINTMENT OF AUDITOR; AND
- NOTICE OF ANNUAL GENERAL MEETING
1. INTRODUCTION
The purpose of this circular is to provide the Shareholders with information in respect of
certain resolutions to be proposed at the Annual General Meeting to be held on 11 June 2021.
- 3 -
LETTER FROM THE BOARD
2. PROPOSED RE-ELECTION OF DIRECTORS
As at the Latest Practicable Date, the Board comprised eight directors, of whom two are executive Directors, namely, Dr. Zhou Joe Xin Hua and Dr. Guo Feng; three are non-executive Directors, namely, Mr. Yi Qingqing, Mr. Chen Yu and Dr. Ni Lin and three are independent non-executive Directors, namely, Dr. Zhou Honghao, Mr. Fung Edwin and Mr. Chen Wen.
In accordance with Article 16.19 of the Articles of Association, notwithstanding any other provisions in the Articles of Association, at every annual general meeting of the Company one-third of the Directors for the time being (or, if their number is not three or a multiple of three, then the number nearest to, but not less than, one-third) shall retire from office by rotation provided that every Director (including those appointed for a specific term) shall be subject to retirement by rotation at least once every three years. A retiring Director shall be eligible for re-election.
In accordance with Article 16.2 of the Articles of Association, the Board shall have power from time to time and at any time to appoint any person as a Director either to fill a casual vacancy or as an addition to the Board. Any Director so appointed shall hold office only until the next following general meeting of the Company and shall then be eligible for re-election at that meeting.
Dr. Zhou Joe Xin Hua will retire from office and being eligible, will offer himself for re-election, as an executive Director at the Annual General Meeting pursuant to Article 16.19 of the Articles of Association.
Each of Mr. Yi Qingqing and Mr. Chen Yu will retire from office and being eligible, will offer himself for re-election, each as a non-executive Director at the Annual General Meeting pursuant to Article 16.19 of the Articles of Association.
Dr. Ni Lin, who was appointed by the Board with effect from 23 April 2021 shall hold office until the Annual General Meeting pursuant to Article 16.2 of the Articles of Association.
The Nomination Committee has reviewed the structure, size and composition of the Board, and the qualifications, skills, knowledge and experience, time commitment and contribution of the retiring Directors with reference to the nomination principles and criteria set out in the Company's Board diversity policy, the Director's nomination policy and the Company's corporate strategy, and the independence of all independent non-executive Directors. The Nomination Committee is of the view that the retiring Directors have extensive experience in the fields and professions that are relevant to the Company's business. In addition, their respective background, experience and knowledge allow them to provide valuable and relevant insights and contribute to the diversity of the Board. Accordingly, the Nomination Committee has recommended to the Board on re-election of all the retiring Directors.
The biographical details of the retiring Directors proposed for re-election at the Annual General Meeting are set out in Appendix I to this circular.
- 4 -
LETTER FROM THE BOARD
3. PROPOSED GRANTING OF REPURCHASE MANDATE
Pursuant to the written resolutions passed by the then Shareholders on 18 September 2020, the Directors were granted a repurchase mandate to repurchase Shares with a total number represented up to 10% of the aggregate nominal value of the Shares in issue immediately following the completion of the Global Offering (as defined in the Prospectus). Such mandate will lapse at the conclusion of the Annual General Meeting. In order to give the Company the flexibility to repurchase Shares if and when appropriate, an ordinary resolution will be proposed at the Annual General Meeting to approve the granting of the Repurchase Mandate to the Directors to exercise the power of the Company to repurchase Shares up to a maximum of 10% of the total number of Shares in issue as at the date of passing of the proposed ordinary resolution approving the granting of the Repurchase Mandate (i.e. a maximum of 49,103,037 Shares, based on 491,030,371 Shares in issue as at the Latest Practicable Date and assuming that the total number of Shares in issue will remain unchanged on the date of the Annual General Meeting).
An explanatory statement required by the Listing Rules to provide the Shareholders with all the information reasonably necessary for them to make an informed decision on whether to vote for or against the resolution in respect of the Repurchase Mandate is set out in Appendix II to this circular.
4. PROPOSED GRANTING OF ISSUANCE MANDATE
Pursuant to the written resolutions passed by the then Shareholders on 18 September 2020, the Directors were granted an issue mandate to exercise all powers of the Company to allot, issue and deal with Shares or securities convertible into Shares or securities convertible into Shares and to make or grant offers, agreements or options (including any warrants, bonds, notes and debentures conferring any rights to subscribe for or otherwise receive Shares) which might require Shares to be allotted and issued or dealt with subject to the requirement that the aggregate nominal value of the Shares so allotted and issued or agreed conditionally or unconditionally to be allotted and issued, otherwise than by way of the Global Offering, rights issue or pursuant to the exercise of any subscription rights attaching to any warrants which may be allotted and issued by the Company from time to time or, pursuant to the exercise of any options which may be granted under the Share Option Plans or allotment and issue of Shares in lieu of the whole or part of a dividend on Shares in accordance with the Articles of Association on a specific authority granted by the Shareholders in general meeting, shall not exceed 20% of the aggregate nominal value of the Shares in issue immediately following the completion of the Global Offering (as defined in the Prospectus). Such mandate will lapse at the conclusion of the Annual General Meeting. In order to give the Company the flexibility to issue Shares if and when appropriate, an ordinary resolution will be proposed at the Annual General Meeting to approve the granting of the Issuance Mandate to the Directors to exercise the power of the Company to allot, issue or otherwise deal with additional Shares up to a maximum of 20% of the total number of Shares in issue as at the date of passing of the proposed ordinary resolution approving the granting of the Issue Mandate (i.e. a maximum of 98,206,074 Shares, based on 491,030,371 Shares in issue as at the Latest Practicable Date and assuming that the total number of Shares in issue will remain unchanged on the date of the Annual General Meeting).
- 5 -
LETTER FROM THE BOARD
5. PROPOSED CHANGE OF COMPANY NAME
The Board proposes to change the English name of the Company from "JHBP (CY) Holdings Limited" to "Genor Biopharma Holdings Limited". The existing dual foreign name in Chinese of the Company will remain unchanged.
Conditions of the Proposed Change of Company Name
The Proposed Change of Company Name is subject to satisfaction of the following conditions:
- the passing of a special resolution by the Shareholders at the Annual General Meeting approving the Proposed Change of Company Name; and
- the Registrar of Companies in the Cayman Islands approving the Proposed Change of Company Name by issuing a certificate of incorporation on change of name.
Subject to the satisfaction of the conditions set out above, the Proposed Change of Company Name will take effect upon the date of the issue of a certificate of incorporation on change of name issued by the Registrar of Companies in the Cayman Islands confirming that the new name has been registered. The Company will carry out all necessary filing procedures with the Companies Registry in Hong Kong.
Reasons for the Proposed Change of Company Name
The Board is of the view that the proposed new English name of the Company can provide the Company with a more appropriate corporate image and identity which will benefit further business development of the Company. As such, the Board considers that the Proposed Change of Company Name is in the best interest of the Company and the Shareholders as a whole.
Effects of the Proposed Change of Company Name
The Proposed Change of Company Name will not affect any rights of the Shareholders or the daily operations and the financial position of the Group.
All existing share certificates of the Company in issue bearing the existing name of the Company will, after the Proposed Change of Company Name becoming effective, continue to be effective and as documents of title to the Shares and will continue to be valid for trading, settlement, registration and delivery purposes. Accordingly, there will not be any arrangement for free exchange of existing share certificates for new share certificates bearing the new name of the Company. Once the Proposed Change of Company Name becomes effective, any new issue of share certificates thereafter will only be in the new name of the Company.
- 6 -
LETTER FROM THE BOARD
In addition, subject to the confirmation from the Stock Exchange, the English stock short name of the Company for trading of the Shares on the Stock Exchange will also be changed after the Proposed Change of Company Name is effective.
Further announcement(s) will be made as and when appropriate in relation to, among other things, the results of the Annual General Meeting, the effective date of the Proposed Change of Company Name and the new English stock short name of the Company for trading of the Shares on the Stock Exchange.
6. PROPOSED RE-APPOINTMENT OF AUDITOR
Following the recommendation of the audit committee of the Board, the Board proposed to re-appoint PricewaterhouseCoopers as the auditor of the Company with a term expiring upon the next annual general meeting of the Company; and the Board proposed it be authorized to fix the remuneration of the auditor. An ordinary resolution in respect of the re-appointment of the auditor of the Company will be proposed at the Annual General Meeting for consideration and approval by the Shareholders.
7. CLOSURE OF REGISTER OF MEMBERS
For determining Shareholders' entitlement to attend and vote at the Annual General Meeting, the register of members of the Company will be closed from Tuesday, 8 June 2021 to Friday, 11 June 2021, both dates inclusive, during which period no transfer of Shares will be registered. In order to be eligible to attend and vote at the Annual General Meeting, all transfer of Shares accompanied by the relevant share certificates must be lodged with the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, for registration not later than 4:30 p.m. on Monday, 7 June 2021.
8. ANNUAL GENERAL MEETING AND PROXY ARRANGEMENT
The notice of the Annual General Meeting is set out on pages 17 to 21 of this circular.
Pursuant to the Listing Rules and the Articles of Association, any vote of Shareholders at a general meeting must 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. An announcement on the poll results will be published by the Company after the Annual General Meeting in the manner prescribed under the Listing Rules.
A form of proxy for use at the Annual General Meeting is enclosed with this circular and such form of proxy is also published on the websites of the Stock Exchange (http://www.hkexnews.hk) and the Company ((http://www.genorbio.com). To be valid, the form of proxy must be completed and signed in accordance with the instructions printed thereon and deposited, together with the power of attorney or other authority (if any) under which it is signed or a certified copy of that power of attorney or authority at the Company's
- 7 -
LETTER FROM THE BOARD
share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for the Annual General Meeting (i.e. not later than 10:00 a.m. on Wednesday, 9 June 2021 (Hong Kong time)) or the adjourned meeting (as the case may be). Completion and delivery of the form of proxy will not preclude you from attending and voting at the Annual General Meeting if you so wish.
9. RESPONSIBILITY STATEMENT
This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief, the information contained in this circular is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this circular misleading.
10. GENERAL INFORMATION
Your attention is drawn to the additional information set out in Appendix I (Details of the Retiring Directors Proposed to be Re-elected at the Annual General Meeting) and Appendix II (Explanatory Statement on the Repurchase Mandate) to this circular.
11. RECOMMENDATION
The Directors consider that the proposed re-election of retiring Directors, the proposed granting of the Repurchase Mandate and the Issuance Mandate, the Proposed Change of Company Name and the proposed re-appointment of auditor are in the best interests of the Company and the Shareholders as a whole. Accordingly, the Directors recommend the Shareholders to vote in favour of the relevant resolutions to be proposed at the Annual General Meeting.
Yours faithfully,
For and on behalf of the Board
JHBP (CY) Holdings Limited
Mr. Yi Qingqing
Chairman and Non-Executive Director
- 8 -
APPENDIX I | DETAILS OF THE RETIRING DIRECTORS PROPOSED |
TO BE RE-ELECTED AT THE ANNUAL GENERAL MEETING | |
The following are details of the Directors who will retire and being eligible, offer themselves for re-election at the Annual General Meeting.
EXECUTIVE DIRECTOR
- Dr. Zhou Joe Xin Hua
Dr. ZHOU Joe Xin Hua (周新華), aged 67, joined the Group as a Chief Executive Officer of Genor Biopharma Co., Ltd. (嘉和生物藥業有限公司) in October 2008. He served as a Chief Executive Officer of Genor Biopharma Co., Ltd. (嘉和生物藥業有限公司) from 14 October 2008 to 20 May 2019 and has served as a director of Genor Biopharma Co., Ltd. (嘉和生物藥 業有限公司) since 20 June 2013. Since 20 May 2019, he has been re-designated as the President and Chief Scientist of the Group. Dr. Zhou was appointed as a Director of the Board on 25 November 2019 and was designated as an Executive Director on 24 June 2020. He resigned as the Chief Scientist of the Group on 29 January 2021. Dr. Zhou is primarily responsible for overall R&D strategy and execution, and business direction of the Group.
Prior to joining the Group, Dr. Zhou served as the research scientist and then the scientific director in the process development department of Amgen, Inc., a company listed on NASDAQ (ticker symbol: AMGN) from March 2004 and he focused on supervision of process research.
Dr. Zhou obtained a master's degree of science from China Medical University, the PRC in December 1982. He obtained a Ph.D in biopharmaceuticals from Queen's University of Belfast in the United Kingdom in December 1990. Dr. Zhou has served as the founder of China Protein Drug Quality Alliance (中國蛋白藥物質量聯盟). He was a member of the monoclonal antibody committee of China Medicinal Biotech Association (中國醫藥生物技術協會單克隆抗 體專業委員會) from October 2015 to September 2019 and the vice chairman of the International Innovation Drug Development Association (創新藥物研發聯合會) under the Sino-EU Chemical Manufacturers Association Biomedical Committee (中歐生物醫藥委員會) from 2016 to 2018. In April 2015, he was awarded the "best task force award" from International Society for Pharmacoepidemiology China Annual Spring Conference. Dr. Zhou has been a visiting professor of Peking University since 2007, teaching the master's degree program in international pharmaceutical engineering management.
Dr. Zhou has entered into a service contract with the Company on 17 September 2020. The initial term of his service contract is commenced from the date of his appointment and continue for a period of three years after or until the third annual general meeting of the Company since the Listing Date, whichever is earlier, and shall be automatically renewed for successive periods of three years (subject always to re-election as and when required under the Articles of Association) until terminated in accordance with the terms and conditions of the service contract or by either party giving to the other not less than three months' prior notice in writing. Under this service contract, Dr. Zhou is not entitled to any director's fee.
- 9 -
APPENDIX I | DETAILS OF THE RETIRING DIRECTORS PROPOSED |
TO BE RE-ELECTED AT THE ANNUAL GENERAL MEETING | |
As at the Latest Practicable Date, Dr. Zhou had interests in 5,669,117 ordinary Shares within the meaning of Part XV of the SFO.
Save as disclosed above, as at the Latest Practicable Date, Dr. Zhou (i) did not have any interests in Shares within the meaning of Part XV of the SFO; (ii) did not hold any other position with the Company and other members of the Group; (iii) did not hold any directorship in the last three years prior to the Latest Practicable Date in public companies, the securities of which are listed on any securities market in Hong Kong or overseas; and (iv) did not have any relationship with any Directors, senior management or substantial or controlling shareholders (as defined in the Listing Rules) of the Company. Save as disclosed above, there is no other information in relation to Dr. Zhou required to be disclosed pursuant to Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules, nor are there other matters concerning Dr. Zhou that need to be brought to the attention of the Shareholders.
NON-EXECUTIVE DIRECTORS
- Mr. Yi Qingqing
Mr. YI Qingqing (易清清), aged 49, is the Chairman of the Board and a Non-executive Director. Mr. Yi was designated by HHJH Holdings Limited and appointed as a Director and the chairman of the Board on 3 December 2018 and 25 November 2019, respectively. He has also been the chairman of Genor Biopharma Co., Ltd. (嘉和生物藥業有限公司) since 9 November 2018. Mr. Yi is also the chairman of the Nomination Committee. He is primarily responsible for providing overall guidance on the business, strategies and development of the Group and taking part in decision-making on important matters of the Group.
Mr. Yi currently serves as a partner with HHJH Holdings Limited, HH BIO Investment Fund, L.P., Hillhouse Fund IV, L.P., HM Healthcare Management Services, Ltd., HM Healthcare Services, Ltd., Hillhouse Fund II, L.P. and Hillhouse Capital Management, Ltd. ("Hillhouse"). He has worked with Hillhouse since 2005. Mr. Yi's work at Hillhouse includes investments in the healthcare sectors. Mr. Yi is also a director of HM Healthcare Management Services, Ltd., a member of Hillhouse. Mr. Yi has been an independent non-executive director of BeiGene, Ltd (百濟神州有限公司), a company listed on the Stock Exchange (stock code: 6160) and NASDAQ (ticker symbol: BGNE), a non-executive director of Shanghai Junshi Biosciences Co., Ltd. (上海君實生物醫藥科技股份有限公司), a company listed on the Stock Exchange (stock code: 1877) and Shanghai Stock Exchange (stock code: 688180) since December 2016 and a non-executive director of JD Health International Inc. (京東健康股份有 限公司), a company listed on the Stock Exchange (stock code: 6618) since December 2020.
Mr. Yi received a Bachelor of Science degree in engineering from Shanghai Maritime University in the PRC in July 1995 and a master's degree of business administration from University of Southern California in the United States in May 2003.
- 10 -
APPENDIX I | DETAILS OF THE RETIRING DIRECTORS PROPOSED |
TO BE RE-ELECTED AT THE ANNUAL GENERAL MEETING | |
Mr. Yi has entered into an appointment letter with the Company on 17 September 2020. The initial term for the appointment letter is commenced from the date of his appointment and will continue for three years after or until the third annual general meeting of the Company since the Listing Date, whichever is sooner, (subject always to re-election as and when required under the Articles of Association) until terminated in accordance with the terms and conditions of the appointment letter or by either party giving to the other not less than three months' prior notice in writing. Under this appointment letter, Mr. Yi is not entitled to any remuneration and benefits as a non-executive Director.
Save as disclosed above, as at the Latest Practicable Date, Mr. Yi (i) did not have any interests in Shares within the meaning of Part XV of the SFO; (ii) did not hold any other position with the Company and other members of the Group; (iii) did not hold any directorship in the last three years prior to the Latest Practicable Date in public companies, the securities of which are listed on any securities market in Hong Kong or overseas; and (iv) did not have any relationship with any Directors, senior management or substantial or controlling shareholders (as defined in the Listing Rules) of the Company. Save as disclosed above, there is no other information in relation to Mr. Yi required to be disclosed pursuant to Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules, nor are there other matters concerning Mr. Yi that need to be brought to the attention of the Shareholders.
- Mr. Chen Yu
Mr. CHEN Yu (陳宇), aged 39, was designated by HHJH Holdings Limited and appointed as a Director on 3 December 2018 and subsequently designated as a Non-executive Director on 24 June 2020. He is also a member of the compensation committee of the Board. Mr. Chen is primarily responsible for providing overall guidance on the business, strategies and development of the Group and advising on matters relating to remuneration of the Directors and senior management. Mr. Chen has also been a director of Genor Biopharma Co., Ltd. (嘉 和生物藥業有限公司) since 9 November 2018.
Mr. Chen has been an executive director of Hillhouse since August 2015. Before joining Hillhouse, he was a senior investment manager of Shanghai Panxin Investment Management Co., Ltd. (上海磐信股權投資管理有限公司) from January 2012 to July 2015. He served as an associate of the China Investment Banking department at Citigroup Global Markets Asia Limited from September 2010 to June 2011. From June 2007 to September 2007 and from January 2008 to September 2010, he was an analyst in the investment banking department of Bank of America Merrill Lynch.
Mr. Chen obtained a bachelor's degree in electronic engineering (information and communication engineering) from The Hong Kong University of Science and Technology in November 2003, a master's degree in electrical engineering from Yale University in Connecticut, the United States in December 2004 and a master's degree in management science and engineering from Stanford University in California, the United States in January 2008.
- 11 -
APPENDIX I | DETAILS OF THE RETIRING DIRECTORS PROPOSED |
TO BE RE-ELECTED AT THE ANNUAL GENERAL MEETING | |
Mr. Chen has entered into an appointment letter with the Company on 17 September 2020. The initial term for the appointment letter is commenced from the date of his appointment and will continue for three years after or until the third annual general meeting of the Company since the Listing Date, whichever is sooner, (subject always to re-election as and when required under the Articles of Association) until terminated in accordance with the terms and conditions of the appointment letter or by either party giving to the other not less than three months' prior notice in writing. Under this appointment letter, Mr. Chen is not entitled to any remuneration and benefits as a non-executive Director.
Save as disclosed above, as at the Latest Practicable Date, Mr. Chen (i) did not have any interests in Shares within the meaning of Part XV of the SFO; (ii) did not hold any other position with the Company and other members of the Group; (iii) did not hold any directorship in the last three years prior to the Latest Practicable Date in public companies, the securities of which are listed on any securities market in Hong Kong or overseas; and (iv) did not have any relationship with any Directors, senior management or substantial or controlling shareholders (as defined in the Listing Rules) of the Company. Save as disclosed above, there is no other information in relation to Mr. Chen required to be disclosed pursuant to Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules, nor are there other matters concerning Mr. Chen that need to be brought to the attention of the Shareholders.
- Dr. Ni Lin
Dr. NI Lin (倪琳), aged 46, was appointed as a Non-executive Director of the Company on 23 April 2021. She is also a member of the audit committee of the Board. Dr. Ni is primarily responsible for providing overall guidance on the business, strategies and development of the Group.
Dr. Ni has over 20 years of experience in pharmaceutical development and investment. Prior to joining the Group, she was a Managing Director of Suzhou 6 Dimensions Venture Capital Partnership L.P. (蘇州通和毓承投資合夥企業(有限合夥)), from June 2015 to August 2019. From August 2019 to September 2020, Dr. Ni was a Managing Director of SDIC Innovation Investment Management Co., Ltd. (國投創新投資管理有限公司).
Dr. Ni currently serves as a Senior Partner at Shanghai TF Venture Capital Management Co., Ltd (上海泰甫創業投資管理有限公司).
Dr. Ni obtained a doctoral degree in pharmacology from Osaka University in Japan in March 2009.
Dr. Ni has entered into an appointment letter with the Company on 23 April 2021. The initial term for the appointment letter is commenced from the date of her appointment and will continue for three years (subject always to re-election as and when required under the Articles
- 12 -
APPENDIX I | DETAILS OF THE RETIRING DIRECTORS PROPOSED |
TO BE RE-ELECTED AT THE ANNUAL GENERAL MEETING | |
of Association) until terminated in accordance with the terms and conditions of the appointment letter or by either party giving to the other not less than three months' prior notice in writing. Under this appointment letter, Dr. Ni is not entitled to any remuneration and benefits as a Non-executive Director.
Save as disclosed above, as at the Latest Practicable Date, Dr. Ni (i) did not have any interests in Shares within the meaning of Part XV of the SFO; (ii) did not hold any other position with the Company and other members of the Group; (iii) did not hold any directorship in the last three years prior to the Latest Practicable Date in public companies, the securities of which are listed on any securities market in Hong Kong or overseas; and (iv) did not have any relationship with any Directors, senior management or substantial or controlling shareholders (as defined in the Listing Rules) of the Company. Save as disclosed above, there is no other information in relation to Dr. Ni required to be disclosed pursuant to Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules, nor are there other matters concerning Dr. Ni that need to be brought to the attention of the Shareholders.
- 13 -
APPENDIX II | EXPLANATORY STATEMENT ON THE |
REPURCHASE MANDATE | |
The following is an explanatory statement required by the Listing Rules to provide the Shareholders with requisite information reasonably necessary for them to make an informed decision on whether to vote for or against the ordinary resolution to be proposed at the Annual General Meeting in relation to the granting of the Repurchase Mandate.
1. SHARE CAPITAL
As at the Latest Practicable Date, the issued share capital of the Company comprised 491,030,371 Shares.
Subject to the passing of the ordinary resolution set out in item 4 of the notice of the Annual General Meeting in respect of the granting of the Repurchase Mandate and assuming that the total number of Shares in issue will remain unchanged on the date of Annual General Meeting, the Company will be authorized under the Repurchase Mandate to repurchase, during the period in which the Repurchase Mandate remains in force, a total of 49,103,037 Shares, representing 10% of the total number of Shares in issue as at the date of the Annual General Meeting.
2. REASONS FOR SHARE REPURCHASE
The Directors believe that the granting of the Repurchase Mandate is in the best interests of the Company and the Shareholders.
Shares repurchase may, depending on the market conditions and funding arrangements at the time, lead to an enhancement of the net asset value per Share and/or earnings per Share and will only be made when the Directors believe that such a repurchase will benefit the Company and the Shareholders.
3. FUNDING OF SHARE REPURCHASE
Share repurchases pursuant to the Repurchase Mandate would be funded out of funds legally available for the purposes in accordance with the Company's memorandum of association, the Articles of Association, the laws of the Cayman Islands, the Listing Rules and/or any other applicable laws.
4. IMPACT OF SHARE REPURCHASE
There might be a material adverse impact on the working capital or gearing position of the Company (as compared with the position disclosed in the audited financial statements contained in the annual report of the Company for the year ended 31 December 2020) in the event that the Repurchase Mandate was to be carried out in full at any time during the proposed repurchase period. However, the Directors do not intend to exercise the Repurchase Mandate to such extent as would, in the opinion of the Directors, have a material adverse effect on the working capital or gearing position of the Company.
- 14 -
APPENDIX II | EXPLANATORY STATEMENT ON THE |
REPURCHASE MANDATE | |
5. MARKET PRICES OF SHARES
The highest and lowest prices per Share at which Shares have traded on the Stock Exchange during the period from the Listing Date up to and including the Latest Practicable Date were as follows:
Month | Highest | Lowest |
HK$ | HK$ | |
October, 2020 (since the Listing Date) | 32.20 | 19.16 |
November, 2020 | 22.80 | 17.32 |
December, 2020 | 20.00 | 16.00 |
January, 2021 | 23.70 | 17.30 |
February, 2021 | 23.00 | 18.62 |
March, 2021 | 19.62 | 14.90 |
April, 2021 (up to the Latest Practicable Date) | 17.46 | 14.96 |
6. GENERAL
To the best of their knowledge and having made all reasonable enquiries, none of the Directors nor any of their respective close associates (as defined in the Listing Rules) have any present intention to sell any Shares to the Company under the Repurchase Mandate in the event that the granting of the Repurchase Mandate is approved by the Shareholders.
The Company has not been notified by any core connected persons (as defined in the Listing Rules) of the Company that he/she/it has a present intention to sell any Shares to the Company under the Repurchase Mandate, nor that they have undertaken not to sell any Shares held by them to the Company, in the event that the granting of the Repurchase Mandate is approved by the Shareholders.
The Directors have undertaken to the Stock Exchange that they will exercise the power of the Company to repurchase Shares pursuant to the Repurchase Mandate in accordance with the Listing Rules and the applicable laws of the Cayman Islands.
7. TAKEOVERS CODE
If as a result of a repurchase of Shares pursuant to the Repurchase Mandate, a Shareholder's proportionate interest in the voting rights of the Company increases, such increase will be treated as an acquisition of voting rights for the purposes of Rule 32 of the Takeovers Code. Accordingly, a Shareholder or a group of Shareholders acting in concert (within the meaning under the Takeovers Code), depending on the level of increase in the Shareholder's interest, could obtain or consolidate control of the Company and thereby become obliged to make a mandatory offer in accordance with Rule 26 and Rule 32 of the Takeovers Code.
- 15 -
APPENDIX II | EXPLANATORY STATEMENT ON THE |
REPURCHASE MANDATE | |
As at the Latest Practicable Date, Hillhouse Capital Management, Ltd. is interested in 127,989,103 Shares, representing 26.07% of the number of Shares in issue of the Company. If the Directors were to exercise the Repurchase Mandate in full, the percentage shareholdings of Hillhouse Capital Management, Ltd. would be increased to 28.96% of the number of Shares in issue of the Company. Such increase would not give rise to an obligation to make a mandatory offer under Rules 26 and 32 of the Takeovers Code. The Directors have no present intention to exercise the Repurchase Mandate to such an extent as would result in such mandatory offer obligation arising or that would result in the public shareholding falling below the minimum percentage prescribed under the Listing Rules.
8. SHARE REPURCHASES MADE BY THE COMPANY
During the 6 months prior to the Latest Practicable Date, the Company had not repurchased any of the Shares (whether on the Stock Exchange or otherwise).
- 16 -
NOTICE OF ANNUAL GENERAL MEETING
a
a
JHBP (CY) Holdings Limited
嘉和生物 藥業(開曼 ) 控股 有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 6998)
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the Annual General Meeting of JHBP (CY) Holdings Limited (the "Company") will be held at 9F, Building 7, Lane 88, Shengrong Road, Pudong New District, Shanghai, China on Friday, 11 June 2021 at 10:00 a.m. to consider and, if thought fit, pass the following ordinary resolutions:
- to consider and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reports of the directors (the "Directors") and auditor ("the "Auditor") of the Company for the year ended 31 December 2020.
- (a) to re-elect Dr. Zhou Joe Xin Hua as an executive Director;
- to re-elect Mr. Yi Qingqing as a non-executive Director;
- to re-elect Mr. Chen Yu as a non-executive Director;
- to re-elect Dr. Ni Lin as a non-executive Director; and
- to authorize the board of Directors (the "Board") to fix the respective Directors' remuneration.
3. to re-appoint PricewaterhouseCoopers as the Auditor for the year ending 31 December 2021 and to authorize the Board to fix their remuneration;
and to consider and, if thought fit, pass, with or without amendments, the following resolutions:
ORDINARY RESOLUTIONS
4. "THAT:
- subject to paragraph (b) below, the exercise by the Directors during the Relevant Period (as defined in paragraph (c) below) of all the powers of the Company to repurchase shares in the share capital of the Company (the "Shares") on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") or any other stock exchange on which the Shares may be listed and recognised by the Securities and Futures Commission of Hong Kong (the "SFC") and the Stock Exchange for such purpose, and subject to and in accordance with the rules and regulations of the SFC, the Stock Exchange, the Companies Law, Cap. 22 (Law 3 of 1961, as consolidated and revised) of the Cayman Islands and all other applicable laws as amended from time to time in this regard, be and is hereby generally and unconditionally approved;
- 17 -
NOTICE OF ANNUAL GENERAL MEETING
- the total number of Shares which may be repurchased or agreed to be repurchased by the Company pursuant to the approval in paragraph (a) above during the Relevant Period shall not exceed 10% of the total number of Shares in issue as at the date of passing of this resolution, and if any subsequent consolidation or subdivision of Shares is conducted after the approval in paragraph (a) above is granted, the maximum number of Shares that may be repurchased under the approval in paragraph (a) above as a percentage of the total number of issued Shares at the date immediately before and after such consolidation or subdivision shall be the same; and
-
for the purposes of this resolution:
"Relevant Period" means the period from the passing of this resolution until whichever is the earliest of: - the conclusion of the next annual general meeting of the Company;
- the expiration of the period within which the next annual general meeting of the Company is required by the articles of association of the Company or any applicable laws to be held; and
- the date on which the authority set out in this resolution is revoked or varied by an ordinary resolution of the shareholders of the Company in general meeting."
5. "THAT:
- subject to paragraph (c) below, pursuant to the Rules Governing the Listing of Securities on the Stock Exchange (the "Listing Rules") and all other applicable laws, the exercise by the Directors during the Relevant Period (as defined in paragraph (d) below) of all the powers of the Company to allot, issue and deal with additional Shares, and to make or grant offers, agreements and options which would or might require the exercise of such powers be and is hereby generally and unconditionally approved;
- the approval in paragraph (a) above shall authorize the Directors to make or grant offers, agreements and options during the Relevant Period which would or might require the exercise of such powers after the end of the Relevant Period;
- 18 -
NOTICE OF ANNUAL GENERAL MEETING
- the aggregate number of Shares allotted, issued or dealt with or agreed conditionally or unconditionally to be allotted, issued or dealt with (whether pursuant to an option or otherwise) by the Directors pursuant to the approval in paragraph (a) above, otherwise than pursuant to:
- a Rights Issue (as defined in paragraph (d) below);
- the exercise of options under any share option scheme of the Company;
- any scrip dividend scheme or similar arrangement providing for the allotment and issue of Shares in lieu of the whole or part of a dividend on Shares in accordance with the articles of association of the Company and other relevant regulations in force from time to time; and/or
- any issue of Shares upon the exercise of rights of subscription or conversion under the terms of any securities of the Company which carry the right to subscribe or are convertible into Shares;
shall not exceed 20% of the total number of Shares in issue as at the date of passing of this resolution, and if any subsequent consolidation or subdivision of Shares is conducted after the approval in (a) above is granted, the maximum number of Shares that may be issued under the approval in paragraph (a) above as a percentage of the total number of issued Shares at the date immediately before and after such consolidation or subdivision shall be the same; and
-
for the purposes of this resolution:
"Relevant Period" means the period from the passing of this resolution until whichever is the earliest of: - the conclusion of the next annual general meeting of the Company;
- the expiration of the period within which the next annual general meeting of the Company is required by the articles of association of the Company or any applicable laws to be held; and
- the date on which the authority set out in this resolution is revoked or varied by an ordinary resolution of the shareholders of the Company in general meeting.
"Rights Issue" means an offer of Shares or offer or issue of warrants, options or other securities giving rights to subscribe for Shares open for a period fixed by the Directors to holders of Shares or any class thereof whose names appear on the register of members of the Company on a fixed record date in proportion to their then holdings of such Shares or class thereof as at the date (subject to
- 19 -
NOTICE OF ANNUAL GENERAL MEETING
such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or having regard to any restrictions or obligations under the laws of, or the requirements of any recognized regulatory body or any stock exchange in, any territory applicable to the Company)."
6. "THAT conditional upon the passing of the resolutions numbered 4 and 5 above, the unconditional general mandate referred to in the resolution numbered 5 above be and is hereby extended by the addition to the aggregate number of Shares which may be allotted, issued or dealt with or agreed conditionally or unconditionally to be allotted, issued or dealt with by the Directors pursuant to such general mandate of the aggregate number of Shares repurchased by the Company pursuant to the mandate granted under the resolution numbered 4 above, provided that such amount shall not exceed 10% of the total number of Shares in issue as at the date of passing of this resolution (subject to adjustment in the case of any consolidation or subdivision of shares of the Company after the date of passing of this resolution)."
SPECIAL RESOLUTION
7. "THAT subject to and conditional upon the approval of the Registrar of Companies in the Cayman Islands having been obtained by issuing a certificate of incorporation on change of name, the existing English name of the Company be changed from "JHBP (CY) Holdings Limited" to "Genor Biopharma Holdings Limited", with effect from the date of issue of a certificate of incorporation on change of name issued by the Registrar of Companies in the Cayman Islands, and THAT any one or more of the Directors and/or the company secretary of the Company be and are hereby authorized to do all such acts, deeds and things and execute all such documents and make all such arrangements as he/she/they consider necessary, desirable or expedient for the purpose of, or in connection with, the implementation of and giving effect to the proposed change of company name and to attend to any necessary registration and/or filing for and on behalf of the Company."
By Order of the Board
JHBP (CY) Holdings Limited
Mr. Yi Qingqing
Chairman and Non-Executive Director
Hong Kong, 28 April 2021
- 20 -
NOTICE OF ANNUAL GENERAL MEETING
Notes:
- All resolutions at the 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 Listing Rules. The results of the poll will be published on the websites of the Stock Exchange and the Company in accordance with the Listing Rules.
- Any shareholder of the Company entitled to attend and vote at the above meeting is entitled to appoint another person as his proxy to attend and vote instead of him. A shareholder who is the holder of two or more shares may appoint more than one proxy to represent him and vote on his behalf at the above meeting. A proxy need not be a shareholder of the Company. If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified in the relevant form of proxy.
- In order to be valid, the form of proxy together with the power of attorney or other authority, if any, under which it is signed or a certified copy of that power of attorney or authority, must be deposited at the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not less than 48 hours before the time appointed for the above meeting (i.e. not later than 10:00 a.m. on Wednesday, 9 June 2021 (Hong Kong time)) or the adjourned meeting (as the case may be). Delivery of the form of proxy shall not preclude a shareholder of the Company from attending and voting in person at the meeting and, in such event, the instrument appointing a proxy shall be deemed to be revoked.
-
For determining shareholders' entitlement to attend and vote at the above meeting, the register of members of the Company will be closed from Tuesday, 8 June 2021 to Friday, 11 June 2021, both dates inclusive, during which period no transfer of shares will be registered. In order to be eligible to attend and vote at the meeting, all transfer of Shares accompanied by the relevant share certificates must be lodged with the Company's share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, for registration not later than 4:30 p.m. on Monday, 7 June 2021.
In the event that the meeting is adjourned to a date later than Friday, 11 June 2021 due to bad weather conditions or other reasons, the period of closure of the register of members of the Company for determination of shareholders' entitlement to attend and vote at the above meeting will remain the same as stated above. - A circular containing further details concerning resolutions numbered 2 to 7 set out in the above notice will be sent to all shareholders of the Company together with the annual report of the Company for the year ended 31 December 2020.
- 21 -
This circular (in both English and Chinese versions) has been posted on the Company's website at http://www.genorbio.com.
- 22 -
Attachments
- Original document
- Permalink
Disclaimer
JHBP CY Holdings Ltd. published this content on 27 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 April 2021 09:16:04 UTC.
